The Atrocities of Atlas
by SkyleafAlchemist19
Summary: America suffers at the hands of a madman who will do anything to attain his goals. Left with no choice, the nations return to Remnant and expose their survival. Now aware Ozpin and Qrow lied to them, RWBY and JNPR's trust in them wavers. Salem sets her sight on the Relic of Creation but with all Atlas has done, will anyone want to defend it? Sequel to The Depths of Deception
1. Fathers and Daughters

**The Atrocities of Atlas**

 **By SkyleafAlchemist19**

 **Note** **: Read** **Weight of the World** **,** **The Shattered Soul** **, and** **The Depths of Deception** **first or you will be extremely confused.**

 **Summary** **: America suffers at the hands of a madman who will do anything to attain his goals. Left with no choice, the nations return to Remnant and expose their survival. Now aware Ozpin and Qrow lied to them, RWBY and JNPR's trust in them wavers. Salem sets her sight on the Relic of Creation but with all Atlas has done, will anyone want to defend it? Sequel to** **The Depths of Deception**

 **Main/Prominent characters** **: America, Canada, Pyrrha, Ruby, Jaune, Nora, Ren, England, Japan, Germany, Russia, Prussia, Italy, France, Weiss, Yang, Australia, Romano, China, Qrow, Ozpin, Oscar, Blake, Sun, James Ironwood, Ciel Soleil, Doctor Polendina, others.**

 **There will be a few minor OCs for plot's sake. They most likely won't even get names.**

 **Pairings** **: Pretty much none. Don't expect romance except for the plot-required norm (aka Pyrrha and Jaune, etc.). I can't write romance and I'm not going to try. Expect family relationships and friendships abound. (Seriously, whenever I try to intentionally write a pairing it's horrible. :P)**

 **Genres** **: Adventure, angst, hurt/comfort, friendship, family, some humor, mystery, suspense.**

 **Warnings** **: Some cursing. Violence and blood. Potential angst/hurt/comfort. Potential spoilers for RWBY. Major AU elements for RWBY in particular. I also think this story might be darker than all the previous ones. Just be aware of that.**

 **Disclaimer** **: I do not own** **RWBY** **or** **Hetalia: Axis Powers** **.**

 **XXXXXXX**

 **Chapter One: Fathers and Daughters**

The sun beat down on the lonely, grandiose building, giving off heat so intense it made the air itself shimmer. Shade was the few occupants' only protector now, so they hurried into it as quickly as they could, eager to escape the blistering heat.

They passed through the open doors of the building with barely a thought, breathing easier at the relief the slightly cooler air brought them, and although some gave each other a passing nod, none cared enough to bar entrance to anyone else. That was just how things worked here. Unlike establishments in many other places, everyone was welcome to come inside and take a breather. The doors were always open to whoever wished to enter.

That was why no one looked twice at the hooded figure that walked through the doors, keeping to the shadows as if they— like many— sought the barest hint of comparable coolness the darkness provided. They spoke to no one and no one spoke to them, with nothing unusual about the lack of conversation. They had their business, the normal inhabitants had their own business, and the others who stopped briefly to rest had their own business too. There was no need to question or interact.

As such, no one noticed when the figure left something on the back of a statue in one of the smaller halls, the object so tiny that one might mistake it for a lost bead from a necklace. It stuck to the statue, hidden under the lip at its base where none would find it or accidentally brush it off. And so there it would remain.

With no one looking twice at them, one of many hooded figures that sought shade left, and walked back out into the blistering sunlight.

XXXXXXX

Yang towered over Qrow's fallen form, fist still raised. The limb trembled and her eyes glowed a furious crimson, as red as blood. Everyone gaped at her, expressions ranging from shocked to confused to approving, and Weiss could not discern if she was in the first or last category. Naturally, Ruby reacted first.

"Yang!" Ruby gasped, horrified.

She rushed to their uncle's side, but looked torn between helping him and copying her sister. In the end, she merely knelt by Qrow, gaze darting between him and the returned friends who were _somehow alive_ despite the Huntsman claiming they were dead and gone. Weiss's stomach folded in on itself but the implications failed to fully sink in. Qrow wiped a hand across his mouth, glancing at the red on his fingers.

"I might have deserved that." He commented.

"You told us _they were_ _dead_." Yang snarled.

Jaune tensed, his joy at Pyrrha's miraculous return draining as anger took its place. His hand twitched towards Crocea Mors but Pyrrha grabbed his hand, squeezing it tightly. Weiss couldn't say if she merely desired the contact or was stopping him from attacking Qrow. Either way, Jaune relaxed, shifting his body so their shoulders were touching.

Ivan's laugh was gratingly out of place in the charged atmosphere. "Well, isn't this an interesting development." He said, delighted. He dropped his gaze and smiled at Ruby. "Hello, little Rose."

Ruby's eye filled with tears. She ran away from Qrow's side in a burst of rose petals, reforming to hug Ivan. The tall man's eyes went round before softening and he gently returned the embrace. The older teens were not so easily distracted.

"How are you alive?" Ren asked.

"How did you get here?" Blake questioned.

" _What's_ _going on?_ " Nora demanded.

None of them looked to Qrow for answers. After this, how could they trust anything he said? He and Ozpin lied about the real threat out there, the nations, the Relics, and so many other things, and now _this_ — Weiss cringed and shoved such thoughts aside, waiting for Arthur's response. The green-eyed man scanned the group and sat heavily in a chair, rubbing his forehead.

"Of course." He murmured. "The spell takes us to the place where we know the most people." He scowled. "We weren't supposed to arrive here."

Weiss might feel insulted if not for the hollow exhaustion in his voice.

"What are you talking about?" Ruby asked. She looked around the room, reminding Weiss of a puppy desperately searching for her human. Her face fell and she subconsciously clung to Ivan. The tall man carefully patted her head but she did not notice. "Where are Ludwig and the others?"

She did not ask the question that came to all their minds. Weiss couldn't either, the words catching in her throat.

"They're alive." Arthur assured her, and Weiss could breathe again. "They're… home. As for what happened…" He looked to Matthew as the twin held up a hand.

"I'll tell them." He said. His throat bobbed and he fiddled with Maple Frost, not quite meeting their eyes. "To understand you first have to know… Alfred and I were nations before Atlas took us. Nations from another planet, specifically."

Weiss's mind went blank.

"…What?" Blake asked uncomprehendingly.

Matthew explained it all. How he and Alfred— America— were nations from 'Earth'. How Atlas discovered their world, kidnapped, and experimented on them. How they became Mantle and Vale respectively. How Arthur— England— used magic to find them. And finally, what actually happened in Kuroyuri.

After he finished, a heavy silence fell over the room, pressing down on them more and more with every passing second. Yang's fist clenched and unclenched, her eyes still a warning crimson, and Weiss knew she was itching to slug someone. Who that someone may be was up for debate.

"I'm sorry we didn't tell you." Matthew— Canada— apologized. His posture was braced for a blow, but his resigned expression showed he thought he deserved one.

Yang took a breath, exhaling audibly. "I'm not mad about that." She said levelly, and alarm bells rang in Weiss's head. "I can't picture a time when you'd bring up you were from a different planet. Besides—" She glowered at Qrow. "—you didn't intend to make us think you _died_."

Oscar's eyes glowed gold. "Qrow made the right decision, Ms. Xiao Long." Ozpin said. "It was better to let the enemy believe Vale was reborn rather than on a different planet. If they learn about Earth it could be catastrophic."

The nations jumped, glancing at the 'boy' in shock. Only Arthur looked unsurprised. His lip curled. "Fat load of good your choice did. Someone sent Grimm through portals to Earth."

Oscar's youthful features paled. "The Grimm are—"

" _On Earth_ , yes." Arthur snarled. "You can thank Atlas for that. They opened a hundred portals to our home and God-knows how many Grimm got through. The lily-livered bastards used it to cover sending their soldiers and _taking Alfred_. Again."

"Are you telling me Atlas took Vale _back_ from where he was out of Salem's reach?" Qrow demanded.

"Yes." Arthur stated coldly. "The arrogant bastards likely want to contain him themselves. Not only that, but they took _three other nations_ , including _France_ , as well. Considering Salem thought he was Vacuo, Atlas may intend to use him as a decoy."

Weiss flinched. Internally a tiny part of her bristled at his tone but she could not fault him for his disgust. Not after everything Atlas had done. His words slowly registered and she dropped her gaze, struggling to keep the tightness in her throat under control. She knew Atlas could be considered the cruelest Kingdom by some— with the racism, uncaring elite, connected military and school, Mantle's horrible condition, the mines, and the corruption of the Schnee Dust Company— but this was a whole new low.

Something warm grasped her hand and she blinked, recognizing Yang's gloved palm. The brawler showed her silent support even as she continued to glare at Ozpin and Qrow.

"Any other world-altering secrets you want to tell us?" she challenged.

"No." Ozpin stated.

Yang laughed. The sound was choked and harsh, somewhere between misery and rage. " _Liar_."

She looked as if she wanted to say more but glanced at Ruby and held her tongue. Weiss's leader was currently zipping from person to person and hugging each of them. Weiss may believe she was merely making sure none of them felt left out but there was a frantic desperation to her embraces that unsettled the former heiress. The others noticed as well, for even Kiku— Japan— accepted the hugs without complaint, while Feliciano— Italy— hugged her back so tightly her feet lifted off the ground.

Weiss wanted to berate Yang for her rudeness but the look in her eyes gave the former heiress pause. Even Ruby did not chide her sister for her attitude. More than anything else, that was telling.

"Okay." Ruby said shakily, releasing Feliciano. "Okay." Her expression pinched. "Atlas took Alfred again?"

"Yes." Arthur said shortly.

Ruby nodded sharply. "I think our mission to Atlas just became a rescue mission then."

"Do not forget the big picture Ms. Rose." Ozpin said.

"I'm not." Ruby stated. "But if Atlas took Alfred, and he's Vale and Amer— and, uh Amor—"

"America." Matt— Canada supplied softly.

"Yeah. America." Ruby repeated faintly. "If they took America, they might give him to Salem."

Ozpin balked. "Ms. Rose, they'd never—"

"They kidnapped and experimented on a person responsible for the stability and prosperity of millions of people on another planet." Pyrrha said tightly. "I'm starting to think there is nothing Atlas wouldn't do to keep herself 'safe'. If she thought giving Salem Vale would keep Atlas secure for a bit longer, _she'd do it_."

Ozpin did not argue with her. "Atlas might." He admitted. "But James would not."

"Are you sure?" Kiku challenged stoically. "He did not care about how the experiments impacted Earth."

Ozpin had no response to that. Seeing the hollow look in his eyes, Weiss almost felt bad for the guy. Then she remembered his lies and her anger came right back.

"Wow." Sun growled. "These people keep sounding better and better. Why should we bother trying to fight to save them?"

The unintentionally potent question hung heavily in the air. The teens looked at each other uncertainty, and Weiss saw her confliction reflected in Ruby's eye.

"Do not fight to save Ciel Soleil then." Ozpin said levelly. "Fight for her people. Your sister, Ms. Schnee." Weiss looked down. "Team FNKI." Yang glared at the wall. "The Faunus of Mantle." Blake grimaced. Matthew twitched. "Fight for those that were uninvolved in Atlas's crimes."

Weiss considered his words in silence. He was right, in a way. Atlas would not be the only person they were trying to save. It was easier to accept their mission to protect the Relic of Creation when they remembered the whole Kingdom might fall if it was lost.

Arthur scoffed. "You can fight for them if you wish, but— should we accompany you— we will _not_. We're not going to Atlas to save that Godforsaken cesspool. We're merely traveling with you." The end of his staff glowed with a crackling green light. "I _refuse_ to help the monsters that hurt my family and friends."

"I understand." Ozpin said heavily. "I do not expect you to."

"So what's the plan?" Weiss dared to ask.

"Our best chance is to go to the border and meet with some of Atlas's forces." Ozpin said. "We can contact James from there."

"Ironwood will not let us in." Kiku predicted. "He knows we will try to free America."

Qrow grimaced. "I'd like to say that's not true… but Jimmy has been _real_ shady lately." He said dryly.

"What if you hide in the back?" Ruby offered.

"They'll search our vessel thoroughly." Blake pointed out, making her deflate.

"What if we go through Mantle?" Weiss brought up. "The Atlas military can't cover the whole border and they don't care about Mantle. I bet the area is completely unguarded."

Matthew tensed. "That might not be a good idea."

Yang snorted, crossing her arms. "We already know how awful Atlas is to people. Seeing Mantle won't make our opinion worse."

Matthew cringed. "That's not what I—"

"Will that be the fastest way into Atlas?" Arthur interjected sharply. At Ozpin's nod, he grunted. "Then we'll do it. Our mission is time sensitive, and I assume yours is as well?"

"The Relic of Creation in Atlas Academy is Salem's next target." Qrow explained quickly.

"Hmm." Arthur grunted, not sharing what he thought about the subject.

"It's settled then. We go to Atlas tomorrow." Ruby said.

Jaune jerked abruptly out of Pyrrha's hold. "There's something we need to do first."

Qrow frowned. "Is it really that—?"

"Yes. We can do it now. _Right_ now." Jaune said hurriedly. "Pyrrha, come with me."

The champion slowly took his hand. "O…kay?"

Jaune made to run out the door, hesitated, then rushed into his room, giving Pyrrha a hoodie. "Put this on. We need to go somewhere."

Pyrrha did as he asked and the two were out the door at speeds that would make Ruby jealous.

Feliciano laughed and clapped his hands together. "Do you think they're going on a date?"

"If they are, we'll find out later." Yang said, and finally the anger drained from her eyes, turning them back to their normal purple. She glanced at Matthew, expression shifting strangely as she grew almost timid. "…Hey, Emperor Curly." Matthew blinked and looked at her. "They have Remnant: The Game?" The hopeful request came out as a hesitant question, and Weiss was not the only one to hold her breath as they waited for Matthew's response.

Matthew— Mattie, Emperor Curly, _Canada_ — nodded. "You're going to lose."

Yang laughed genuinely for the first time that night. "Oh, I'll make you eat those words!"

They exchanged challenge-fueled grins and for a moment, the dreary world could not be further from Weiss's mind.

XXXXXXX

Pyrrha had to laugh as Jaune dragged her through the streets of Mistral. Perhaps it was the way he insisted on clinging to her hand and refused to let go when people tried to walk between them, or maybe it was her pure elation at being back home. When she stepped into the array that would take her and the others to Remnant, the last thing Pyrrha expected was to appear before her friends.

The others may not see it that way, but to her this was the greatest happenstance ever. Some of her anger at England for withholding a way home from her dwindled with every passing second she gripped Jaune's warm hand, and she could not stop staring at him, taking in every detail of the person she had feared she would never see again.

"Your armor's been upgraded." She noted.

Jaune winced, nearly tripping on a loose stone in the street. Pyrrha caught him and hoisted him back into a standing position as his cheeks reddened. "Yeah." He mumbled. "I… used the metal from your circlet and Akoúo̱." His voice was tinged with guilt.

Pyrrha immediately cupped his cheek with her hand, forcing him to look her in the eyes. "It's okay, Jaune. I'm glad my weapons could defend you while I wasn't here."

Jaune's posture relaxed. When he blinked, his eyes were watery. "We thought you were _dead_." He choked.

Pyrrha wrapped her arms around him and he cried into the hood she wore to cover her hair. The champion glared at any passerby who lingered too long to stare and they quickly looked away and moved on. She wondered if they recognized her but did not particularly care. She let Jaune weep for a while, shielding his face from the strangers around them, until he pulled back and wiped at his eyes.

"Sorry." He croaked.

"It's fine." Pyrrha said firmly. She averted her gaze to the stalls, sight drifting listlessly over the pretty, useless trinkets they were selling. "I cannot imagine what that was like. I was separated from you, but at least I knew you were _alive_."

"You'll have to tell me about your adventures on Earth later." Jaune requested, and Pyrrha sensed he was changing the subject. He looked down the road and took a breath. "Here."

Pyrrha recognized the blacksmith shop in an instant. She glanced uncertainly at Jaune. "…Jaune?"

"We thought you were dead." Jaune repeated faintly.

Comprehension dawned and Pyrrha rushed through the door. The bell rung and she heard footsteps in the back.

"Just a moment."

Pyrrha's heart turned to ice. She recognized her father's deep tones, but never before had she heard him sound so tired. She hurried around the counter and into the forge. Her father spun away from the metal he was pounding, gesturing frantically.

"What are you _doing_ , you—?"

"Dad." Pyrrha croaked, lowering her hood.

Her father froze. He slowly took the red-hot metal from the forge and plunged it in water, leaving it and walking towards her. With a trembling hand, he lifted the protective mask, allowing his green eyes to meet hers.

"…Pyrrha?" he whispered.

Pyrrha's vision blurred. She threw herself at her father and he opened his arms, catching her and enveloping her in his warm embrace. He smelled like the forge, like metal and fire and smoke, and Pyrrha hiccupped, seeking the safe refuge of his arms.

For a moment, she was a child again, before she was famous, before Beacon, before the Tournament and Penny. She was safe and secure and loved and nothing bad could ever touch her. Her father stroked her hair, planting a kiss on her forehead before holding her again.

"Thank you." He whispered. "Thank you for bringing her back to me."

Pyrrha had the feeling her father wasn't talking to Jaune. The knight remained silent, standing off to the side as he left the family as much privacy as he could. Finally, Pyrrha's father pulled away and wiped at his eyes.

"Your mother will be so happy." He said shakily. "She hasn't returned from her mission yet, but she will be so glad you are safe."

Pyrrha nodded, tears in her eyes. Abruptly, they dribbled down her cheeks. Her father carefully cupped her face, brow furrowing in concern.

"Pyrrha? What is wrong, my firecracker?"

The nickname only made Pyrrha sob harder. "How can you be happy to see me? I _killed_ someone, Dad." she choked. "You saw it. The whole of Remnant saw it—"

Her father captured her in his arms again, his heart beating steadily by her ear. He rocked her back and forth like he did when she had a nightmare when she was small, shushing her until her sobs subsided.

"What happened, Pyrrha?"

She flinched. "It was an accident. I didn't— One of our enemies has a hallucination Semblance and she tricked me and…" She trailed off, shaking her head at her excuses.

Her father did not see it the same way as her. "We love you, Pyrrha. We will always love you." He said firmly. "Are we such terrible parents that you believe this would take away that love? That girl's death was not your fault, my daughter. From what your boyfriend told me, you were deceived and manipulated into acting. I know you are a careful soul. You would never harm another like that bitch in the dramatic voiceover claimed."

Pyrrha blanched. " _Dad!_ Language."

He stuck out his tongue childishly, eyes twinkling. "I can say what I want. Just don't tell your mother."

Pyrrha smiled despite herself. "Very well." Her smile shrank nervously. "Um, so you've met Jaune?"

"Your boyfriend?" her father said 'innocently', making Jaune pale. "Ah, yes. I upgraded his armor."

Pyrrha's chest warmed. "Thank you."

"It is no problem, firecracker." He said. He clapped his hands and rubbed them together. "Now I can make you a beautiful new shield. You can tell me what happened while you wait. Your boyfriend can stay as well."

Jaune reddened.

"Okay, dad." Pyrrha agreed.

As she watched her father work in the familiar forge, she slowly relaxed.

She was home.

XXXXXXX

If one were to look at the robotic body of Penny Polendina, they would see nothing amiss at first glance. Her hair was neatly done in its usual bow. Her skin was unblemished and a healthy-looking pallor. Her clothes were clean and pristine, from her blouse to her stockings. The orange-haired girl looked like any normal teenager, laying as if she had grown tired and simply decided to fall asleep on the metal table.

Her unnatural stillness betrayed the falsity of that assumption. The Penny that America remembered was always smiling, always moving, always lively. This Penny was none of those things. She was unmoving, silent, and cold; an empty husk. Indeed, it was obvious that the joyful soul that once inhabited a copy of this body was gone now, leaving nothing behind.

Doctor Polendina— Penny's father— did not see that. The scientist gently patted his 'daughter's' hair, expression soft but eyes teary.

"I know what you're thinking." He said with the frantic energy of someone one wrong reply away from stabbing someone. "Penny's body was lost in the arena. You are correct. I rebuilt her. I had a back-up of her memory drive, just in case. The body is here, and the mind, but the soul— the _Aura_ — is gone." He smiled and clapped America on the shoulder like they were old friends. "That is where you come in, my friend. You can revive her. You can bring her back."

 _I'm a_ _ **technopath**_ _, not a necromancer!_

America's protest remained locked in his mind, trapped due to the gag in his mouth. He settled for staring at Polendina nervously, the chains around his limbs and the collar around his neck weighing down on him. He was uncomfortably aware the slightest display of dissent could bring terrible repercussions. No matter the cheerful front Polendina put up, inside he was an unstable man. After all, what logical soul would go through all this effort to kidnap someone and hold them against their will?

America wanted to believe the doctor would not harm him but Polendina had already proven that hope was futile. The needle that constantly threatened to inject drugs into America's veins was proof enough of that. Polendina may act jovial, but that mask hid something vicious and dangerous like a venomous snake waiting in tall grass.

"I truly am sorry for chaining you up like this, but I don't want you to do something foolish like try to escape." Polendina informed him. "I also do not know if your technology Semblance can be activated vocally." He chuckled. "Unless you want me to remove your vocal chords every day, I think the gag is a nice compromise."

America's skin crawled.

"I know this is an arduous task." Polendina acknowledged. "So I will give you time. But know my patience will not last forever. And your friends can… _recuperate_ quite easily."

America bowed his head in apparent submission to hide the fear and anger burning in his eyes. It was only then that he noticed the suit he had worn at the meeting had been replaced by familiar cargo pants and a white t-shirt. The sight nearly sent him into hysterics but he swallowed his panic, keeping his eyes on the edge of the table.

Polendina grabbed his arm and he flinched, noticing the odd glove the man was wearing. It looked to be powered by Dust of some kind, and when the doctor's finger clenched, America could guess its purpose. If not for the gag he might have cried out as Polendina squeezed his arm with nearly enough force to snap the bone. Despite the pain he was causing his prisoner, Polendina kept his fatherly tone.

"But do not despair if you fail. I have been promised an alternative way by my… associates." He frowned. "I was told to give you to them immediately but with our current… climate, I decided waiting would be best."

Who was he talking about? Atlas? Ozpin? Or Salem?

America could not decide which option was the worst. Ozpin was undoubtedly the best, but also the least likely. Unless the Headmaster's morals rapidly decayed, he would not kidnap his precious Vale from Earth where he was out of Salem's clutches. Atlas would want him for safekeeping— as in he would be locked in a dungeon somewhere until Salem was defeated or the world ended. And Salem… America could only pray it was not her that Polendina had allied with.

America could not demand answers from his captor. He couldn't speak at all or even try to weasel information from the doctor. He had no idea where France, Australia, and Romano were. They might not even be in the same facility. Were they in Atlas? The old lab? Mantle? A random hideout in the middle of a barren snowy plain? There was no way for him to know. His whole world was this one room, and the cell he had been in earlier.

All in all, the situation was very, _very_ bad.

"I know you are rebellious at heart, but I also know you can be reasoned with." Polendina said like America was the empowered aggressor in this situation. "I ask that you please don't make this difficult for either of us." His gaze raked over America, and his eyes glittered almost hungrily. "What I wouldn't give for your _gift_. You have been blessed, child."

America shivered internally, subconsciously pulling at the chains. Their fastenings did not budge, the collar lay heavily around his neck, and he remained at his captor's mercy.

"As long as you cooperate, I've ordered the guards not to touch you." Polendina continued obliviously. "But I'm afraid some of them were from the lab. Many were fired by Atlas after you escaped, you see, so I employed them."

America's thoughts turned to his friends and he looked at the doctor desperately, noticing he did not mention they were also included in that protection from the soldiers. Polendina did not notice. Or maybe he did not care. He cupped Penny's cheek, pain and sorrow warring on his face, and looked at America hopefully. In any other situation, America would see a father desperate to save his daughter. In this one, he only saw a madman who would tear the world apart for his unachievable goals.

"You'll help me, won't you?" Doctor Polendina asked as if America had a choice.

He nodded mutely, unable to do more. The gag held his jaw awkwardly, making it ache, but it would not be coming off any time soon. He prayed he would not be here long enough to grow used to its presence on his tongue and the metal chafing at his wrists and ankles.

Polendina smiled warmly. "Excellent. I'll leave you to it."

He walked out the door with the casualness of someone leaving a friend to fix a laptop. America heard the door slam shut and lock, and he was left alone with Penny. He stared at what was supposed to be his friend's new body, heart hammering in his chest. Memories of all the times heroes in media were given impossible tasks ran through his mind, a majority of them old fairy tales that were much grittier than modern interpretations would let one believe, and if not for the gag he would have laughed hysterically.

America was a technopath, not a miracle worker. He could not bring back someone's soul from the dead. If he did anything, it would be activating the robotic duplicate of Penny, but it would not be her. It would _never_ be the Penny he knew. Because no matter how much he would love to resurrect his friend, it was simply impossible.

But if he let Polendina know that, there was no telling what the man would do to America and the others. He would not put it past the doctor to torture France, Romano, and Australia once he grew frustrated with a lack of progress. Polendina has shown his capacity for cruelty long ago, though America had failed to truly comprehend it.

He would have to figure out a way to drag his heels as much as possible while pretending to attempt to do what Polendina wanted. America could try to activate Pen— the robot to help him but for all he knew she— He knew the robot was not Penny but God dammit he couldn't call her 'it' to distance himself, because it looked like _her._ — could be programmed to be completely loyal to Polendina. Especially since the Aura of his friend would not be there.

Penny may have had a robotic body, but she was a real girl.

She was his _friend_.

She could never be rebuilt and replaced.

America fought down his tears and nausea and grabbed Penny's cold hand, pretending to concentrate. In reality, he began to formulate a plan. At least here he would have plenty of time to think.

 **XXXXXXX**

 **A/N: Hello again! Welcome to the next installment. We'll be back to weekly Friday updates for now.**


	2. Dark Thoughts

**Chapter Two: Dark Thoughts**

Ruby gaped at Blake, eye round with distress. "You're _leaving_?"

Her leader's subdued, watery tone made Blake cringe and the Faunus hurried to answer her. "No. My parents and some of the other Faunus are returning to Menagerie. Sun and I are staying with you for the mission to Atlas. I'm just going to say goodbye."

Ruby instantly relaxed, shoulders slumping with relief. "Oh. Good. I thought you were— We just got back together again."

" _I thought you were abandoning us again_ ," Ruby tactfully did not say.

Blake ignored the bitter taste of guilt on her tongue. "I know. I'm sticking around." _This time._

Ruby beamed at her. "I'm glad."

She waved goodbye to Blake as the Faunus hurried from the place they were staying at. Blake felt eyes on her from somewhere up above and looked back in time to see blonde hair vanish from the window. She knew it had been Yang. Her partner had been cold and distant ever since Blake's return, and Blake could not blame herfor it. Only herself. After all, she abandoned Yang like their friendship meant nothing using the flimsy excuse that she was protecting her friends.

In hindsight, it was obvious Blake had acted out of cowardice, fleeing without an explanation rather than staying with the people who would be in danger _regardless_ of whether Adam threatened them or not. Blake had left Yang when her partner needed her most. She left without saying goodbye. So yes, maybe Blake deserved the cold shoulder at the moment.

The Faunus swallowed and continued on her way, dismissing the lump in her throat and the stinging in her eyes. She ignored the stares she received from the local people of Mistral, walking quickly but unhurriedly to her destination. None of them confronted her for being a Faunus, and she had a feeling even that courtesy would not be offered once they got to Atlas.

Many of the Faunus from Menagerie were already packed up and ready to go, while others' belongings stayed in their rooms. As thanks for helping to save Haven, the Faunus were given a whole complex to themselves. It also conveniently stopped them from having to book rooms in the less-accepting part of Mistral, but that was not Blake's fight right now. It was not most of the Faunus' fight either, thus why they were returning home to recover and regroup. They had done what they set out to do. They saved Haven and crippled the White Fang.

 _But Adam escaped and the Relic of Knowledge was lost…_

"Blake!"

She slowed down so Ilia could catch up to her, smiling at the chameleon Faunus. "Hey. Are you feeling better?"

Ilia nodded, brushing a loose strand of red hair away from her face. "Yeah. I don't know why I got so sick. Maybe I caught a bug on the boat."

Blake nodded absently. After the battle of Haven, her friend had grown ill, milling around her room before collapsing with literally white skin and pale, sickly violet eyes. Her symptoms had ranged from a fever to shivering to spouting random gibberish about feeling cold, but she had recovered as quickly as she fell. It was nice to see she was back on her feet already.

Although Blake would love to have her as part of her growing team, she was glad Ilia had chosen to accompany and guard her parents back in Menagerie. Ilia was from Mantle and went to Atlas for schooling, so her presence on this mission might have been beneficial, but it was obvious the girl had no desire to return to her old home.

"Menagerie is my home now," She'd stated when asked. As the spots on her face and her eyes turned pink, she averted her gaze. "You and your parents _accepted_ me for who I am so… it's more home than Mantle and Atlas would ever be."

Although her spoken reasons were heartwarming, it was possible Ilia simply did not want to go back to Mantle and Atlas and face the people from her past there. If that was the case, Blake could not hold that against her. She knew all about running, but in Ilia's case, it seemed more like she was simply moving on with her life and leaving her past on Solitas and in the White Fang behind her.

"So are you here to say goodbye to your parents?" Ilia asked.

"Yes."

"Good. That's good." Ilia ducked her head, scuffing her foot on the ground and kicking up a few stones. "…Have I ever thanked you for giving me a second chance?"

Blake's eyes softened. "Yes. You deserved it."

"Maybe." Ilia murmured. She shook herself. "I'll leave you to it. Stay in touch, if you can."

"I'll try." Blake promised.

She waved to Ilia until her friend walked out of sight. Blake turned back to the building, heading upstairs and to her parents' room. She knocked twice on the simple green door and let herself in. Her mom sped around the room, picking up items and placing them in a bag, her movements erratic yet somehow patterned as she made her way from belonging to belonging. Kali stopped as Blake walked in and smiled.

"Blake." Kali swept her daughter up in a hug. "Are you sure you need to go to Atlas?"

"Yes, mom." Blake said firmly. "My team has a mission."

Kali's grip tightened. "I know. But we just saw you again after so many years…"

Blake winced. "I promise I won't stay away so long this time."

"I'll hold you to that promise." Her father said, walking into the room. He handed Kali a shirt. "You almost forgot this, honey."

Kali sighed and rolled her eyes. "Maybe if you didn't leave these everywhere—"

"It was you." Ghira said blandly.

Kali smiled innocently, ears perking. "I admit nothing."

She put the shirt in the bag and hugged Blake again. "Please be safe, Blake. There are many places Faunus are not welcome in the world, and Atlas is the worst of them."

Blake's ears flattened against her head. "I know, mom. I'll be careful."

Kali pulled away, brushing her daughter's hair away from her face and studying her intently. "…Okay." She hugged Blake again. "One more hug."

Blake hugged her back, smiling as her dad's warm arms enveloped them both. A part of her wanted to stay like this forever, but she had her mission in Atlas and they had theirs back home. Blake had already abandoned her team once. She wouldn't abandon them again.

XXXXXXX

Germany adjusted the strap of the holster carrying his ahlspiess-semi-automatic rifle transforming weapon and looked at himself in the mirror critically. His standard tan cargo pants were clean and unwrinkled, as was his black tank top and matching jacket. It was not exactly a uniform, for the Anti-Grimm Taskforce was not exactly militaristic, but it would suffice and gave a good enough air of professionalism. He wore no hat, though he considered one in case he needed the brim to shield his eyes from the sun. Then again, if there were Nevermore or other flying Grimm among those on Earth, that hat would only block his view of attacks from above. He'd go without.

"Still admiring you reflection, West?" Prussia plopped his arm down around his younger brother's shoulders and grinned at their reflections. "I'm surprised you are not wearing a fancy suit to the meeting. You always insist we dress professionally for those things."

"We may be attending a meeting today, but that is not our purpose. The others need to understand we are going to be on the front lines." Germany said.

"I see." Prussia nodded in approval and adjusted his glaive-sniper rifle-arming sword in its holster. "Have you named this beauty yet?"

Prussia patted Germany's weapon until the blond-haired brother swatted him away. "Named it?" he questioned.

Prussia gaped at him, aghast. "All great weapons need a name! Has the awesome me taught you _nothing_?" He took out his weapon— which was currently in its sword form— out with a flourish. "This is Rapunzel. Say hello."

Germany's brow furrowed. "Why have you named your weapon after a fairy tale princess?"

Prussia sniffed and turned away, slumping dramatically, but Germany swore there were actual tears in his red eyes. When Prussia looked back at him, there was nothing amiss so he dismissed the apparently fabricated sight.

"I've named her after the flower, the Campanula Rapunculus." He sniffed. "It is colored light purple just like the flower, see?" He shoved the weapon in Germany's face, forcing the younger brother to push it away to avoid getting a nose piercing. Prussia huffed. "I thought you were more cultured, bruder."

Germany did not have a real response to that. "…I apologize."

There was a sharp tap on the door and Yao appeared, his tonfa secured at his back. Like Germany and Prussia, he wore cargo pants and a military-like jacket, though his were a simple greenish-brown.

"Are you two ready, aru?" he asked.

"No." Prussia declared. "West is too busy admiring himself in the mirror—"

"Ja, we are." Germany interrupted.

He adjusted his weapon's holster one more time and they headed out. None of them spoke on the way to the meeting hall, all lost in their own thoughts. It was the same hall they'd been in for the conference that had been interrupted by Grimm. The damage from the 'gas leak' had all been repaired, but it felt _wrong_ to be there again. Or more accurately, it felt wrong to be there without America. His absence was a stark reminder of their mission to Germany, as much as the weapon on his back was.

He strode into the room confidently and was pleased to see he was the first one there. He set the device Tony had given him— _"Lose this and I'll rip out your guts, potato-eating asshole."_ The alien had snarled.— and set up everything else. That done, he sat in the chair in the center of the room to wait. Prussia and China took front row seats, with the white-haired nation already playing with Rapunzel. As long as he did not start firing Germany was content to let him play with his new toy.

Slowly, the other nations trickled in a few at a time. They followed Germany's instructions and filled in one side of the room only, sitting beside each other. Some were expected— Hungary, Denmark, Switzerland, Spain, Finland, and Sweden among them— while others definitely were not— primarily Austria, Liechtenstein, Belgium, and Estonia. Germany guessed some were only there to learn about the Grimm. With that in mind, he stood up once the final person— a harried Lithuania— sat down, and cleared his throat.

"Welcome, all of you. Let's get straight to business. As you know, we are here today to create a United Nations-approved taskforce to combat the Grimm."

Murmurs of assent sounded around the room.

"I still can't believe how quickly they green-lit us." Spain commented.

"Once they saw footage of the Grimm, it was not hard to convince them." Germany acknowledged, nodding at the window outside of which the battle had taken place, recorded on the cameras. "After the Pict invasion, global defense matters are taken _very_ seriously. None of us want to come that close to losing again."

A few nations nodded in agreement, expressions hard as they recalled their near-defeat.

"That is why we are here." Germany stated. "Most of you have volunteered to be part of the taskforce that will hunt and kill the Grimm on our world. But…" he closed his eyes briefly. "…before you accept and have your Aura activated, you need to understand what we are facing."

He turned on the hologram device Tony had given him. A full-size three-dimensional image of a Beowolf appeared and several nations shrieked. Germany took note of them and saw Prussia writing intently in a notebook.

"This is a Beowolf, a standard Grimm. They travel in packs and are dangerous in large numbers, but on their own they are easily dealt with." He glared at the nations, making a few shrink in their seats. "If you are afraid of it, you are already at a disadvantage. Grimm are attracted to negative emotions. Fear, anger, jealousy, mistrust, hopelessness and antagonism, for example. They sense those emotions and seek their source, hunting them down like they are a beacon."

A few nations paled.

Germany winced and struggled to make his voice softer and less harsh. "It is alright, natural even to be afraid of this creature. But if you are _too_ afraid— if you freeze in battle— you will be a _liability_ in battle. _They will come right for you._ That is why I ask any of you who cannot face the Grimm to _not_ become part of the taskforce. I will now show you more deadly Grimm and tell you their capabilities. If it becomes too much for you and you think you will be unable to fight them, please go to the empty side of the room. We will not judge you."

The nations nodded, some voicing their understanding.

Germany switched the Beowolf to an Alpha. It loomed far over even his notable height. Latvia stood up on shaky legs and walked over to the other side of the room, collapsing in his new seat and shivering. The Ursa Major made a few other nations follow. Slowly, Germany went through the Grimm on Tony's device, explaining each one, its habits, and its special abilities in short sentences. He finally came to the last one and hesitated, pressing the button. A small Grimm Dragon appeared.

"This is perhaps one of the most dangerous Grimm we can encounter." Germany said gravely. "It is known as a Spawner-type. It drips ooze that gives birth to new Grimm."

Austria trembled but gripped his seat. Surprisingly, the dark-haired nation had remained on the taskforce side so far, sitting next to Hungary.

"This is the scariest Grimm? It's tiny." Poland laughed.

Germany glowered at him, making him freeze. "This is a miniaturized version. The real thing would not fit in this room."

"How big is it?" Denmark questioned from the taskforce side.

Germany closed his eyes, remembering ground-shaking roars and the thunderous flaps of giant wings. "One of its back teeth is about one-half as big as I am tall. It could easily swallow a truck whole."

Denmark balked. "Oh. Pretty big then."

"It should not be a threat to us." Germany reassured him. "As far as we are aware, there is only _one_ Dragon, and it is circling Beacon Academy."

"But there might be other Spawners out there." Switzerland said gravely, arms crossed. He glanced at Liechtenstein, lips pressing together, but his sister did not move from her spot beside him.

"Yes." Germany agreed. "I'm afraid that is the worst-case scenario, particularly if we are not aware of its presence. As long as a Spawner is here, this fight will _never_ end. It will only grow worse."

"You're so inspiring." Spain said cheerfully, but there was a line of stress between his eyes.

Germany scanned the room, gaze resting on every nation still willing to be in the taskforce. "That being said, does anyone else not wish to fight such monsters?"

He flicked the device, allowing full-size versions of all the Grimm Tony inputted to fill the room. They filled up the space, nearly overlapping; Realistic, gaping jaws hovered close over some nations' heads, as if they were prepared to swallow them whole. Although some eyed the monsters warily, no more nations moved.

Germany sighed. "Very well. Those of you who have abstained from taking part in Earth's defense will remain here. The rest of you, sign this nondisclosure agreement and form three lines. China, Prussia, and I will be in three separate rooms. When it is your turn, put on these headphones and blacked-out goggles—" He gestured at the objects laying on the tables. "—hold onto the rope barrier, and follow it to enter the room. We will activate your Auras there."

"Surely such secrecy is unnecessary?" Finland protested.

Germany shook his head in disagreement. "It is necessary. The secrets to activating Aura shall remain classified for now. I know some of you would tell your bosses how it is done—" Some nations shifted uncomfortably. "—but we cannot afford that now. Humanity is _not_ ready for such a change. That is why _we_ are the Anti-Grimm Taskforce in the first place."

"We need a better name. 'Anti-Grimm Taskforce' is so dull." Poland decided, twirling a lock of his hair. "Like, the Fabulous Monster-Fighters."

"How about Blood-covered Reapers?" Finland offered excitedly.

"Super-Awesome Demon Hunters!" Denmark shouted.

"I like that one." Prussia said.

"We will figure out the name later." Germany interrupted quickly. "Let us begin."

He laid the sign-up sheet on the table as Prussia handed him and China two other sheets.

"Here's a list of the nations on the taskforce side. Just in case anyone tries to sneak in." he said.

Germany nodded his thanks and went into the room. He stood in the small, empty space, exhaling as he scanned the list. Some of these nations he could see as great assets to the team, but others he worried would panic at the worst time. He would have to ask Tony to let them use the hologram room to run some simulations before sending any of them out into the field.

 _But will there be time for that? How long do we have before we hear news of a strange 'animal attack'?_

The door opened and Korea walked through, nearly bumping into the doorframe. He slowly made his way to Germany and waved in his general direction.

"Hello, Germany!" He continued without Germany responding. "I can't hear or see you, da ze. I _think_ it's you in here."

Germany rolled his eyes and put his hand on Korea's chest, ignoring any comments he made. _"For it is in passing we achieve immortality…"_

When the chant finished, Korea glowed a burning, fiery orange. Germany removed the headphones and blacked-out goggles and Korea blinked at him, dazed.

"Wow." He said.

"Move along, please." Germany half-ordered.

He waited until Korea exited the door to follow, setting the items on the table for the next one. He felt little exhaustion from the ritual, and between himself, China, and Prussia they should be able to activate everyone's Auras today.

As Liechtenstein came through and Germany performed the chant, his thoughts soon drifted to the dangers of their mission. None of the nations could die unless the Grimm caused their country to collapse. But then, there were fates worse than death. And if a Spawner like the Dragon appeared and made a nation's capital Beacon 2.0…

As the weight of his responsibility fell onto his shoulders, Germany desperately hoped he would not lead these people to their destruction.

XXXXXXX

Canada watched England pace back and forth, twisting so close to the wall of the airship that the end of his coat flicked against it whenever he turned. The cargo hold did not allow for much room but England took full advantage of the limited space, storming from side to side in the path the others wisely left for him.

They were on their way to Solitas. At first Nora and Ruby had filled the silence with chatter of what they had been up to since Pyrrha… left, and for a while, it worked, the revelation of Jaune's Semblance bringing a huge smile to the champion's face. In exchange, she passed stories back about her own adventures on Earth, which her friends soaked in like eager sponges. But eventually the stories ran dry and the gravity of their missions slowly dawned on the passengers, driving them into worried silence and— in England's case— pacing.

Russia took the initiative to fill the lull in conversation. "What are the chances we will be attacked?"

Italy whimpered. Canada sighed in exasperation. Always one for lighthearted and happy conversations, Russia truly was.

"It depends on how trigger-happy Atlas has gotten." Blake responded.

"That is not what I meant though you bring up a good point." Russia mused.

Blake winced, realizing he was asking about Grimm too late.

"Surely General Ironwood wouldn't approve of shooting ships for no reason." Ruby protested.

"I honestly can't say if he would." Qrow ventured. He leaned back against the wall of the ship, flask in hand. "Last contact we had with Jimmy was after the Battle of Beacon. He was pretty torn up about the Atlesian Knights mowing down civilians."

"Wasn't the first time." Canada muttered darkly.

Evidently, Qrow heard him. The man shot him a sorrowful look that held just a hint of anger. It was nice to see he had not forgiven Ironwood for his part in the twins' capture, their time as lab rats, and the Westwind incident either.

"He threatened my father." Weiss mentioned, lowering Canada's already-low good faith in the General a few more pegs. "I overheard them talking in his office. They were arguing about Atlas closing its borders and Ironwood hinted my father would want to be on his good side."

"Great. That isn't worrying at all." Yang said flatly.

Oscar winced. "Ozpin says 'That is disquieting news.'"

"We always knew Jimmy was a risk when we asked him to join us." Qrow said tiredly.

"Ozpin said 'He used to be a more optimistic soul.'" Oscar shared timidly.

" _Used_ to be." Jaune muttered.

From her position leaning against his side, Pyrrha squeezed his hand.

"Oh dear." Italy moaned. "He's going to shoot us out of the sky."

Ren put a hand on the Italian's arm and he calmed down. "Feliciano, you mentioned your brother earlier. Could you tell me about him?"

Italy brightened. "Big brother Romano is wonderful. He is a bit strict and grumpy and prickly but deep down he's really nice! He's always looking out for me even though he pretends he isn't, and—"

He chatted on and Canada saw the tension leave Qrow's shoulders. He became acutely aware of how vulnerable they were while flying. The cargo ship had no weapons, and although their pilot— Sterlyn— was skilled, they might find themselves in a situation where skill was overwhelmed by sheer numbers.

 _Am I thinking of Grimm or Atlas's forces?_

Canada shook those thoughts away. If they did run into trouble, he could use Mantle's Semblance to take out the enemy. Though he supposed he should consider it _his_ winter Semblance now. He hid a wince as he thought of his own, actual Semblance— He still could not believe the representation of his soul was so _twisted_ — and again as he considered their destination.

 _Mantle's people were never mine,_ he reminded himself. _If I died with the city's collapse, my people— Canadians— would have suffered._

The realization hardened his resolve and he vowed not to feel guilty or responsible for what they saw when the group finally got to the doomed city of Mantle. Hopefully they could only fly by. He didn't want Ruby to see the aftermath of the mining accident that made the city sink into the snowy ground.

 _That was a Schnee Dust mine. Weiss might feel guilty too. And Blake will be horrified by the deaths of all those Faunus…_ Canada grimaced. _There's nothing we can do. The people who remain need to move or they won't survive. Their home is gone, as is their personification. Should I tell RWBY and JNPR what happened so they are prepared?_

He glanced out the window, looking down at the shimmering water below. The water could be hiding huge, nasty Grimm. If he told them the truth now, they could attract whatever Grimm lived down there. Canada looked to Italy, who was sharing the tale of the time Romano wanted to be turned into a cat so he could laze around all day. Ren, Nora, and Ruby listened in and the girls snickered occasionally as Italy dramatically gestured for emphasis, flailing his arms.

Canada would tell them what happened to Mantle later.

For now, he'd let them be happy and carefree.

XXXXXXX

America could not say how long he had been in the cell with the not-Penny's body. And it _was_ a cell, despite Doctor Polendina's claims it was just another room. He was chained in place and gagged with no respite, not even to eat. The last meal he had was the lunch during the break at the conference. Thinking of the burger and fries made his mouth water and his stomach ache. Or maybe it just ached in general. It felt like that lunch was eons ago. Adding in the time he had been unconscious and it was no wonder America was already feeling hunger pangs.

His stomach tried to fold in on itself and at times the sensation grew sharp like he'd been stabbed. He curled up over the table, avoiding looking at Not-Penny's— He couldn't call her Penny. She _wasn't_ Penny.— body and winced. America shook his head and grasped her cold, dead hand again. It felt like a corpse's. America shivered and glanced at the corners of the room where he bet there were cameras watching him.

Doctor Polendina had yet to return, or anyone for that matter. That meant time passed in silence, and with no way for America to tell how long he had been in this room. He had yet to be given food, nor water, and he could only be grateful he did not have to go to the bathroom yet. He wasn't certain if his captors would release him from the table for even that.

America had a feeling he knew what was going to happen. Polendina would neglect to feed him until he grew too weak to try to escape. When America inevitably collapsed, only then would the doctor give the nation the sustenance required for the energy to try to resurrect his daughter, swooping in like an engineered savior with food.

Or maybe he intended for America to suffer in isolation until he grew desperate enough to activate Not-Penny so he'd have some type of company. America could picture clearly many horrible scenarios in his future. He could only hope the doctor did not follow through on his threats against the others or use America's trauma against him.

America had his memories back now but they made his experiences at the lab no less horrifying. He did not have time to truly think about the things he went through after he regained his memories in Beacon and before things went to hell. He had other worries; primarily Vale. Now— thrust back into a similar environment— the lab was _all_ he could think about. And this time he had three people to protect instead of one, and he did not even know where they _were_.

America shivered again. The room was _cold_. Something above him blew air nearly constantly, raising gooseflesh along his exposed skin. It— along with the chains— kept him uncomfortable and stressed despite his growing exhaustion.

America knew rudimentary techniques to make someone crack when he saw them.

 _Don't think about it. I need to get out before it gets too bad._

America shuffled his feet, wincing as his stiff calf muscles ached in protest. If he let his legs hang over the side of the table he could _maybe_ sit or lay down but he'd be next to Not-Penny. It'd be like sleeping beside a friend's corpse.

America swallowed his nausea and settled in a position that was no more comfortable than the last, looking to the door. It remained closed. He took a shuddering breath, the noise loud and unsettling in the silence. Even the fan or air conditioner did not make a sound. Was the doctor intending to put him through some type of sense-deprivation—?

 _Keep calm. I'll escape somehow. I'll get out,_ he told himself.

Cold air tickled his arms. It sank deep into his bones and he shuddered.

 ** _Calm._**

Trapped with nothing but his thoughts to keep him company, he could only look inward as his panic and paranoia grew. He did not see anything amiss in the small, shadowy space he'd been left in, but could not shake the feeling that something was off. It was like he was being watched. He was, of course, but these eyes felt _closer_. America glanced nervously over his shoulder but saw nothing. The emptiness of the room did not make him breathe easier.

 _Maybe it's a ghost_ , he mused. He immediately backtracked, regretting the thought. _Stop it. It's too early for farfetched theories._

The light above him flickered and he jumped. The manacles dug into his chaffed wrists and he grimaced, eyeing the light warily. An idea planted itself in his head and he hung it, hopefully hiding the way his eyes widened from the cameras.

 _What if I can learn to extend the range of my Semblance?_

Attempting to influence the collar was useless. He'd tried and had been instantly paralyzed for his efforts. Apparently the thing was rigged to go off if Aura was directed at it. But if he could extend his range, he may be able to manipulate nearby technology— that wasn't in the likeness of his dead friend— without touching it. He might be able to escape that way. Then again, touch might be an inescapable limit of his power, like how some heroes needed to look at something in order to make their powers work.

America had to at least try. He couldn't use the robot for any of this. He _couldn't_. He knew it was merely a body that looked like Penny's and the soul wasn't there— his friend was _gone_ — but the thought of using the robotic body even as a conduit for his Semblance made his stomach curdle. So America gripped the cold hand but made no connection with Not-Penny, seeking other technology in the room.

Nothing happened.

America did not let his failure bring him down. He'd keep trying. He'd given in last time, but he wouldn't again. Not when France, Australia, and Romano needed him to escape.

 **XXXXXXX**

 **A/N: Thanks to everyone who read, reviewed, favorited, followed, etc!**


	3. Slice and Sink

**Chapter Three: Slice and Sink**

Australia strained against his bonds, throwing his weight forward in an attempt to yank them loose from the wall. The chains clattered loudly but did not budge, fixed in place by huge metal bolts. Australia ignored the stinging in his wrists and tried again. The chains rattled but remained attached to the wall of the cell.

"Give it up." Romano snapped as Australia pulled at them like a mad dog. "They're not budging, kangaroo-bastard."

Australia stopped struggling and glared at him. "You have any better ideas, mate?"

"No. But all you're accomplishing with that racket is annoying me." Romano said angrily.

Australia resisted the urge to snap at the Italian that he wasn't so mouthy whenever the soldiers showed up. He was not that cruel, and it was far too soon for him to indulge in his mounting frustrations. Romano always pressed himself against his wall whenever the doors gave a telltale creak, silent and shaking whenever the soldiers entered their cell. They paid Romano no mind, or Australia either despite the hot-blooded nation spitting insults at them.

France was the sole, unlucky recipient of their attention. The soldiers knew he had Aura, so they came in every once in a while— Australia could not accurately count the time between rounds no matter how hard he tried— to drug France into a daze. The blond-haired nation was always aware whenever it was time for his next dose— the fear in his blue eyes was too strong for him not to be— but he could not fight them off any more than his cellmates.

The chains were too strong for any of the nations to break free, with or without Aura— Australia bet even America couldn't make them bend— so Australia surmised it was France's possible Semblance that their captors feared. An unexpected power could help the nations escape, and the soldiers were not taking that chance.

So they drugged France into oblivion. The nation was currently slumped against the wall, staring at a chained hand with a faintly bewildered expression. It was unnerving to see the normally flirtatious, energized man so still and quiet, and as Australia watched, he shuddered, curling up as much as he could on the metal slab that served as his bed.

Australia's other biggest concern was America. He had no idea where the current holder of Vale's Aura was, and shouting questions at the soldiers yielded no answers. All Australia knew was America was alive and in their captors hands. If he had escaped, the three hostages would be the first to know. In fact, if America did anything their captors did not like, the three hostages could very well be the ones to suffer for it.

 _The others won't sit on their thumbs back on Earth_ , Australia reminded himself. _We just have to hang tight until they rescue us. Unless we escape on our—_ He looked at France, who curled up on his cot and shivered from head to foot. _…We need help._

It hurt to admit it, but the enemy held the advantage right now. But the nations of Earth had a habit of popping in unexpectedly and ruining their plans.

The others _would_ come for them.

Australia knew they would.

XXXXXXX

Boredom was America's constant companion now. Once the endless hours of isolation took their toll and the terror of his situation faded, America slowly descended from a state of exhausted panic and sank into an apathetic haze. Well, maybe calling that haze 'boredom' was inaccurate. Numb and agitated were more fitting descriptors.

America was not one to stand around doing nothing but there was nothing he _could_ _do_ except exactly that. He knew better than to wish for something to happen. Any break in his empty schedule— unless he passed out from a lack of food again— would likely be bad news for him. Unless it was Mattie, England, Pyrrha, or other friends busting down the door, he did not want anyone coming in.

 _You still think they're coming for you? How naïve. England couldn't rescue you last time. You and your twin had to escape on your own,_ _after months of experiments_ , a voice in his head pointed out.

America ignored it, used to its cynical presence. The voice had popped up during his hours or days or weeks of isolation, whispering darkly as it reminded him how utterly screwed and alone he was, but he was getting skilled at tuning it out. Negative thoughts were pointless unless he hoped to somehow attract enough Grimm to tear this place apart.

His attempts to extend his Semblance and control technology without touching it were a complete bust. He could only make the lights flicker at a distance, and no matter how hard he tried, they only did that: flicker. He couldn't cause a blackout without a physical connection with some tech. Somewhere in Atlas surrounded by technology, his Semblance was useless unless he used it on the robot in front of him. America's gorge rose at the mere thought.

He could not do it. He couldn't. He knew it was weak and pathetic but he _couldn't_ —

The door opened.

America jumped, startled, and nearly yanked his arms from their sockets as he tried to turn to the entrance. The manacles dug into his wrists, scraping the damaged skin and splattering a few drops of blood on his flesh. Polendina did not appear to notice his captive's panic, pushing a cart inside as he hummed a cheerful tune. America eyed the cart warily, mindful of his past encounters with the objects scientists liked to haul around on those things.

Polendina noticed his expression and chuckled. "Do not fret, child. There are no scalpels here today. I do not want to harm you unless I must."

His tone remained cheerful through the threat, though America could ignore that when the doctor took the cover off the cart. A sandwich and a cup of water lay on the tray. America's mouth watered at the sight, and the gag wrapped around his head never seemed tighter. He briefly considered ignoring the offer of food before dismissing that notion. He was already starving, and starving more and fainting again would not help him get out of here. To his relief, Polendina grabbed the connectors for the gag. The doctor did not release him, instead yanking his head in order to look into the nation's face.

"Do you swear your Semblance is not voice-activated?" he asked calmly, fingernails digging into his prisoner's flesh.

America nodded minutely, still trapped in Polendina's grasp. The doctor unlocked the clamps keeping the straps together one by one, slowly releasing America from the bonds around his head. He set the gag on the table, letting America see the damned contraption for the first time, and the nation withheld a shudder.

The gag was made of thick leather straps, metal, and other materials, with different parts that looked like they were replaceable. America eyed the section that went with his mouth and tried not to think about the sharp, spiky metal pieces that could be attached there if his captor saw fit.

"If you are lying about your Semblance, I will remove your vocal cords and larynx." The doctor said pleasantly as he placed the food in front of the bound nation.

Skin crawling, America deigned not to speak and risk his captor following through on his threat. He picked up the sandwich and prayed it wasn't poisoned before taking a bite. He did not immediately collapse in agony so he took another, careful bite, doing his best to put the intense way Polendina watched him out of his mind.

The sandwich was… good. It was a bit on the thin side and the bread was a little stale, and the water tasted like chemicals— _Please let it not be drugged._ — but to America they were heavenly. He made sure to eat and drink slowly so he did not make himself sick, aware that he might not receive food again for a while with every chew and swallow.

The weakness in his limbs and pain in his gut lessened, but the chains around his wrists and ankles and the collar on his neck were as heavy as ever. Polendina took the empty dishes away and set them on the tray. It was only then that America dared to speak.

"Did—"

Polendina's hand snapped to a device hanging at his side and America stilled, waiting for the prick of the needle. The collar sat innocently around his neck, inactivated, and he exhaled shakily. The doctor smiled at him, hand remaining on what was likely the activator for the collar America wore.

"Yes?" he asked pleasantly.

America swallowed. "Did your men disarm the bombs in New York?"

Polendina frowned. "Bombs?" The confusion fled from his features. "Oh, I understand. There were never any bombs. The detonator was a fake."

America lowered his head, shoulders quivering as he realized what that meant. His people were never in danger. He let himself be captured for _nothing._ His throat tightened in a way that preluded tears but he held them at bay, cursing himself.

 _I could have fought the soldiers off. I'm so_ _ **stupid**_ _._

"Are my friends okay?" he forced himself to ask.

"Neither I nor the guards have harmed them." Polendina swore.

America could not tell if he was telling the truth or not. "Thank you." He said, ignoring his disgust at the required gratitude. Pretending to be grateful was better than perceived rudeness. The doctor held all the cards right now, and until things shifted into America's favor, he had to be careful.

"You're welcome." Polendina said warmly. "Now that you're done…"

Polendina grabbed the gag and America recoiled.

"N—" He snapped his jaw shut, keeping the pathetic whimper unvoiced.

Polendina eyed him pityingly and he averted his gaze, seemingly cowed. In reality, America was struggling not to glower murderously at him. How could Polendina do this to him? How could he act like America was forcing him to be cruel _WHEN HE WAS THE ONE WHO—?_

 _ **Don't**_ _antagonize the mad scientist._

"I apologize, but I do not trust you have told me the truth about your Semblance." Polendina said remorsefully. At least, he _sounded_ remorseful. The guy was sending a lot of mixed signals, shifting from amiable to threatening at the drop of a hat and sometimes projecting both at once. "I despise this cruelty, but I will do everything possible to save my daughter."

America did not respond. He held still as the doctor put the gag back on, clicking each of the straps shut. In that moment, it felt like a helmet squeezing his skull and America struggled to breathe, overcome by claustrophobia. Once the gag was back in place, Polendina clapped his hands, making America jump.

"Now, I believe I know one of the problems you are having." Polendina said eagerly. "You do not know the details of Penny's new body."

He took a large, rolled up piece of paper from the lower part of the cart and laid it gently beside Not-Penny's body. America stared at the sketched schematics, trying and failing to ignore the heaviness of the gag on his tongue. At first it seemed odd that Polendina was using plain old paper for this but America realized the doctor did not want to even let a Scroll near him. The man was nothing if not determined to not slip up and let America slide through the cracks.

"I've modified major components of her body and weapons." Polendina informed him. "Added a few new features, a couple gadgets, and some…" His expression darkened. "…threat-identification protocols. She is also now… anti-magnetic, you could say."

America scanned the schematics more closely, noticing a few new modes for Penny's weapons among the changes. That did not interest him as much as the fact that they were currently in the backpack the robot wore. America eyed it critically. He might be able to force it open and get the swords but the schematics made it seem the backpack and wires for the weapons were _attached_ to Penny. It'd be like ripping a robotic arm off a friend's corpse.

 _Damn it. It's not Penny. It's_ _ **not**_ _. It just looks like her. Get over it and you can try to escape, idiot!_

He couldn't. What made it worse was Polendina was banking on America being unable to use a robot in the likeness of his friend against the doctor. Polendina seemed ignorant to his inner struggle, staring into the distance with a glazed expression. If it were on almost anyone else— Hell, if it happened any time before this— America might feel empathic pain for the sorrow Polendina displayed. Now the sight only put him on his guard.

"Of course. You did not see what happened." Polendina murmured. "I did. I saw my daughter's murder. I saw her ripped apart before my very eyes."

He looked at America, and the kindly doctor was gone. In his place was a madman ready to kill to resurrect his child, his expression twisted with the unhinged darkness of someone whose psyche had been broken beyond repair.

"If I show you, surely you'll work harder." He said. "You'll finally _understand_."

The doctor grabbed a small screen from under the cart, setting it on an easel directly in front of America. He could already tell it was too far out of his reach to try to touch. America watched, unable to tear his eyes away, as footage of the Vytal Festival Tournament appeared on screen. Specifically, it was a fight between Pyrrha and Penny.

On the screen, Pyrrha staggered into a standing position and Penny knocked her weapons away, bringing her swords back to 'float' above her shoulders, splitting them into eight. The champion backed up slightly, expression uneasy, before panic flashed across her face. Penny threw the swords and Pyrrha flung her arms out forcefully, sending out a magnetic blast. The blast hit Penny and she curled over and clutched at her chest, eyes wide with agony. Before America's horrified eyes, the wires wrapped around Penny's arms and midsection, tearing through her with the hair-raising shriek of abused metal. Her body collapsed onto the arena floor in pieces, pupils expanding in a horrifically human way.

America wanted to puke. The gag made the urge stronger and he retched helplessly, unable to tear his eyes away from the screen. The video froze and rewound to the same, fatal moments of the battle.

The recording played, ended, and played again.

Then again.

Then again.

Then again.

Then _again_.

"Do you see now?" Polendina asked in a low, choked voice. "I saw. The whole world saw when that _monster_ murdered my little girl!"

America could not look away to glare at him. He had a feeling he knew what happened. Based on what Canada and Pyrrha had spoken of while he had amnesia— things he had no clue about the context of back then— Emerald had made Pyrrha hallucinate in order to make her kill Penny. The pieces fit together too well now that America's memory had fully returned. In other words, Penny's murder was an _accident_. It was a horrible, awful accident orchestrated by horrible, evil people who wanted the world to burn.

America could not tell Polendina about Emerald, Cinder, and Salem. He could not tell him Emerald's hallucinations were responsible, not Pyrrha. He was not sure the man would listen if he did. For now, he could only be a tad grateful that Polendina was focusing on resurrecting Penny instead of seeking vengeance on Pyrrha. Though with the obvious instability of the man, there would be little warning if that changed.

Polendina abruptly grabbed America's chin, and he flinched before stilling in his grasp. Polendina did not seem to mind the instinctive attempt to break away, for the needle remained out of America's skin. The doctor scrutinized his expression and the mad fire in his eyes dimmed.

"I can see your sorrow." He said gently. "Penny told me about her new friend 'Alfred F. Jones' after she met you. You made her so happy. So… _so_ happy." His eyes glazed with memories. "I never told the General or Atlas about you back then. They found out on their own."

America repressed a shudder. If what Polendina said was true, he could have informed Atlas's forces of the twins' location and snatched him and Canada from Dusk Till Dawn. The thought that they were so close to being captured again and never knew it was terrifying.

"I wish… that I could leave her friend alone." Polendina murmured, almost to himself. His eyes closed with a bone-deep weariness. "But I cannot. You are my best chance of bringing her back. Do you understand now? Do you understand how her life was cruelly cut short? Will you help me, Alfred?"

 _What you want is impossible. She's gone. Penny's soul is_ _ **gone**_ _._

America swallowed and nodded.

Polendina patted his head. "Good boy."

He took the cart and left America with the video of Penny's death on the screen, playing in an endless loop.

XXXXXXX

"Get ready, everyone."Sterlyn said. "We're approaching Solitas."

Weiss leaned against the pilot's seat, looking over his shoulder at the snowy continent in front of them. They had finally made it to Solitas, faster than even her trip to Mistral. It was probably because the journey had been so uneventful. They had not encountered a single Grimm on the way to the continent, and Weiss was secretly grateful. She did not want to fight in another air battle like the one with the Lancers. The cargo ship was not meant for combat, so the more fights they avoided, the more likely they were to make it to Atlas in one piece.

Everyone gathered in the cockpit for the final stretch of this part of their journey, looking out over the waves as they approached the icy continent in front of them.

Sterlyn gripped the controls tightly. "Entering Solitas airspace in three… two… one…"

Everyone held their breath.

Nothing happened.

"…Shouldn't we have been threatened by now?" Feliciano mentioned timidly.

Sterlyn adjusted his scanners and radio, frowning. "Huh. Unless my radar and radio are busted, there's not a single ship in the sky."

"Wouldn't military vehicles be shielded?" Jaune asked.

Sterlyn gave him a blank look. "This tech is _specifically_ made to find government vehicles. And before you ask, yes, it works very well."

"Why do you have— Oh, right." Ruby said, comprehension dawning. "I guess you'd want to avoid them."

"That's the plan. This baby may not be good in a fight but she's good at hiding." He tapped the controls lovingly.

"That doesn't explain why no friendly Atlas border patrols have come to say 'hi' yet." Qrow said. "We're not exactly being covert."

"Maybe this part of the border is open?" Feliciano offered cautiously.

Blake snorted. "What part of 'Atlas completely closed its borders' do you not understand?"

Feliciano wilted.

Yang frowned at the Faunus.

"Maybe Mantle doesn't count as part of the Kingdom of Atlas." Matthew murmured.

"What are you saying?" Blake asked testily.

"He's saying that Atlas has literally left Mantle to rot." Arthur growled. "When they cut off all trade and contact with the outside world, Mantle counted as 'outside'."

"But they're _part_ of Atlas!" Ruby gasped. She frowned doubtfully. "…Right?"

"I doubt Atlas has cared about Mantle for years." Qrow growled. "But if we're right, we're not at the border yet."

"So much for going through Mantle into Atlas territory." Nora grumbled.

"So what do we do?" Oscar asked.

"Fight our way through." Ivan offered, touching the handle of his axe with a grin.

"We'll break their—"

"No, Nora."

"We'll do what we originally planned." Qrow decided after a pause. "We'll continue to the border and go from there."

"We'll have to land then." Sterlyn said. "If you aren't going to be with your Atlas military friends, I need more fuel before we risk going deeper into Solitas. There aren't exactly any stations in the middle of the tundra."

"Is that necessary?" Matthew asked tightly.

Weiss frowned at him quizzically before recalling he was Mantle's personification. It must be painful for him to be here and see his adopted people so abandoned.

"We don't have much of a choice if we want to be safe." Sterlyn said stubbornly.

Matthew grimaced. "Then… you need to be prepared. You might not find a working station. A mine collapsed in Mantle more than a week ago."

Weiss's mouth went dry.

Blake stiffened. " _What—?_ "

"How bad?" Qrow asked sharply, interrupting the Faunus.

Matthew's shoulders hunched. "Bad enough that more than half the city fell into a sinkhole."

Ruby inhaled sharply, skin turning a sickly white. Yang's eyes faded to a pale, distressed blue. Jaune clung to Pyrrha, turning his head so none of them could see his face. Blake gritted her teeth.

"Was it a Schnee Dust mine?" Weiss asked before the Faunus could.

Matthew couldn't meet her eyes. "I'm sorry."

Weiss lowered her head, hiding her eyes behind her bangs. She gripped her skirt with shaking fingers, throat closing up and nearly choking her.

Blake's ears flattened. "How many Faunus—"

" _Not_ just Faunus!" Matthew snapped. " _All_ the miners! _And_ most of the civilians. If the explosions didn't kill them, the crumbling buildings sure as hell did. They're _dead_." His expression crumpled. "They're dead…"

Arthur pulled him into a hug and they all pretended not to hear his sobs. The green-eyed man stroked his brother's back gently. "There was nothing you could do to prevent this. It was not your fault."

His green gaze caught Weiss's and she looked away. She heard his message, but it did not silence her guilt. She was supposed to redeem the Schnee. Now, they were responsible for yet another tragedy and countless deaths. Her father would not care. Her brother would not care. Atlas did not care. The only mention on the news would be how it affected Dust prices and maybe caused a shortage.

"We have to help them." Ruby said.

"We can't."

If it was anyone other than Kiku who said it, Weiss might have felt furious. Instead, she stared at the stoic black-haired nation, waiting for him to continue.

"The connection between Canada and the people of Mantle was severed, saving Canada's life." He explained solemnly. "Now the people that remain are without a personification. They will either regather, move, or die."

"Surely we can help them move?" Ruby asked.

"How?" Kiku asked, staring at her levelly. "We have no room to transport them, no extra food to give them, not even any extra blankets. We cannot accompany them through the tundra to Atlas. The weather is cold, but I doubt there are no Grimm that evolved to prosper within icy temperatures. You also claim you must retrieve the Relic of Creation before Salem's forces, a mission which has time constraints." His head tipped. "And would they even accept our help in the first place? Many people are proud, and will refuse to leave their nation."

"We should at least _try_. We—" Ruby faltered.

"…Sis?" Yang asked when she failed to continue.

Ruby lowered her head. "I'm sorry. I was just thinking of _our_ mission. I didn't think about…"

Weiss slowly realized what she was talking about and her heart sank in her chest. She'd almost forgotten about Alfred and the others' current situation, though in her flimsy defense, she'd believed he was dead up until a few days ago. Remembering what else was at stake— not only the Relic of Creation and Atlas, but France, Australia, Romano, America and Vale as well— made her realize that staying in Mantle might only lead them to the outcomes for Beacon and the Relic of Knowledge all over again.

 _We need to stay focused this time._

"Okay." Jaune said, giving voice to their tough decision. "We'll just stop for fuel in Mantle, then move on."

"You _can't just_ —" Blake began.

"Yes, Blake?" Yang asked coolly.

Blake twitched, ears going flat against her head. "You're leaving these F— people to die."

Ruby flinched.

Yang's eyes went red.

Ivan spoke before either of them could. "They're already dead, girl."

He pointed out the window, and all Weiss could see was smoke. She stared down at the decimated city, mouth falling open in horror. No, she could not see a city in the ruins. All she saw was the gaping chasm where the city once resided, smoke still rising from where it had sunk hundreds if not thousands of feet into the ground. She could not spot a single building other than small bits of rubble at the edges of the oddly-shaped hole in the earth, the pit too deep to see the bottom. There was only blackness.

"It's _all gone_." Blake whispered.

"When the mine collapsed it must have swallowed the city." Qrow murmured. "The blast from the exploding Dust only buried them deeper."

"Do you think Atlas knows?" Oscar asked shakily.

Qrow grimaced. "Yes. They won't tell anyone. No need to let the rich know their supply of Dust has been greatly diminished."

"This _isn't about Dust!_ " Blake shouted, tears in her eyes.

Qrow eyed her solemnly as Sun put a comforting hand on her shoulder. "I know, kiddo."

The fire left Blake and she shoved Sun's hand away. "I need a moment alone."

She exited the cockpit, heading down into the cargo hold. They watched her go in silence.

"Not to be _that_ guy, but we're not going to find a station down there." Sterlyn said bluntly.

"We'll have to make do." Jaune said softly.

"Yeah." Sterlyn chuckled humorlessly and turned back to the front. "Business as usual, then."

They flew over the desolate hole that used to be the city of Mantle, and off into the cold, grey sky.

 **XXXXXXX**

 **A/N: I know we got to Mantle pretty quick but honestly, I never planned on stopping there. I just wanted to show that the city is as gone as can be.**

 **Thanks to everyone who read, reviewed, etc!**

 **To Space Magician 111: Thanks for the reviews! Don't worry about it. You didn't imply that at all. :)**


	4. Confrontation

**Chapter Four: Confrontation**

Sun slouched over the back of a chair, leaning his chin on his arms as his tail twitched. Blake felt the monkey Faunus's eyes on her but ignored him, focusing on sorting through their supplies. They had plenty of food left, though Blake was quickly growing tired of eating things from packets. The airship only had a small microwave with no oven in sight, so they were forced to rely on that to warm any meals.

The others left her to it, lingering on the opposite side of the cargo hold as they played games and swapped stories to pass the time. All except Sun, who dragged a chair over and decided to stare. He did nothing but look at her and eventually Blake's patience wore out.

"Do you need something?" she asked, turning to him.

"Not me in particular." Sun said casually. "When are you going to talk to Yang?"

Blake's shoulders tensed and she put down a box with more force than necessary, making it crumple. "Why do I need to do that?"

"You've been avoiding her." Sun stated.

"We're on a small ship." Blake said tersely. "How could I—?"

"You've still managed to avoid talking to her." Sun interrupted sternly. "You two need to talk. Alone. Preferably before you blow up at each other in the middle of Atlas. Or have you failed to notice how her eyes turn red whenever you speak?"

Blake's ears flattened against her head. "I'm giving her time to cool down."

"I think that 'time' you're giving her is just making her angrier." Sun said bluntly. " _Talk_ to her. Don't make me bring Ruby over here and put a target on your back."

Blake winced. She could already picture Yang spotting her sister with her partner and storming over like a rabid bull, trying to murder Blake with her glare alone. "Fine. I'll talk to Yang."

"The bathroom should give you privacy to make up." Sun offered.

Blake nodded unhappily. "Yeah."

She picked her way through the supplies and approached Yang, who was laughing at something Feliciano had said. The brawler noticed her and her eyes turned red, her smile vanishing in an instant. Feliciano froze like a rabbit caught between two wolves.

Blake cleared her throat. "Can I talk to you?"

Yang's eyes stayed red. "Fine."

Blake nodded and led her out of the cargo hold, feeling everyone's eyes on her back.

"I hope Yang does not blow up the ship." Ivan said cheerfully, loud enough for both to hear.

Blake winced but ignored him, ushering Yang into the bathroom and locking the door. The brawler leaned against the door, blocking the way out and leaving Blake hovering by the sink.

"Well?" she asked coolly.

Blake shifted her weight uncomfortably. "We need to talk about… things."

Yang said nothing. Her red eyes never strayed from Blake's face.

The Faunus's ears flattened against her head. "I'm sorr—"

"Don't you dare." Yang hissed. "Don't you _dare_ apologize."

Blake cringed. "Then what do you want me to do?"

She did not expect Yang to respond so quickly. "Admit you were a damn _idiot_." She snarled.

Blake's mouth fell open. " _Excuse_ me?"

"You ran off to Menagerie without telling us _anything_." Yang snapped. "You _abandoned_ our team."

"I was trying to protect you from Adam." Blake said.

"By running off and not even leaving a note with a warning that 'Hey, Adam might go after you and your family. Watch out.'?" Yang demanded. "And don't give me that 'protection' bullshit. My world doesn't revolve around you and your past. I'm going to be in danger whether you're 'responsible' or not. I'm a _Huntress_ , Blake. Danger is part of my _job_."

"Adam was going to _kill you_." Blake said, shakiness slowly giving way to anger.

"And _how_ would staying away from us prevent him from going after us when you aren't there?" Yang countered sharply. "How does _that_ work?"

Blake bit her lip. "The White Fang—"

Yang scoffed. "It's always about the White Fang. It's _always_ about you and your past. I got _my arm chopped off_ trying to help you and you left without saying _goodbye_." Furious red eyes locked with stunned yellow. "In hindsight, I should have seen it coming. You said it yourself. _You always run_. What's to keep you from running again at the next sign of trouble, _huh_?"

"I've changed." Blake claimed.

Red eyes glared at her, piercing her soul. " _Have_ you? Look me in the eye and say you won't abandon us again. Not to run, not because of some White Fang plot somewhere, not to 'protect us', and not some other bullshit excuse to cover up that you're a _coward_."

Blake said nothing, her heart constricting in her chest.

Yang laughed, soft and brittle. "That's what I thought. You _can't_." She made to leave but Blake grabbed her arm. Red eyes turned a deeper crimson. "Let go of me."

"No." Blake said. "I _won't_ run again. I swear."

"I don't believe you." Yang said coolly.

Blake stared at her blankly. Yang might as well have slapped her across the face. "I'm ready to face my past. I came back to the team." She said weakly.

"No." Yang stated. "You _didn't_. You just _happened_ to run into us at Haven. If we weren't there, you _never_ would have come back to us."

"I would!" Blake denied.

"After how long?" Yang challenged. " _Years_? Your priorities were _never_ becoming a Huntress or staying with our team. They always revolved around Adam and the White Fang, and the White Fang wouldn't fall in a night. If we weren't at Haven, you'd _still_ be running after Adam."

Blake couldn't deny it.

Yang crossed her arms, glare never weakening. "Yes, you didn't know about Salem and the Relics. Yes, the White Fang _is_ a threat. But we are a _team_. We _tell_ each other things. We fight _together_. You _never_ remember that. You always insist on doing things alone over and over and over." Her eyes turned a dull blue. "All this proves is you still don't trust us at all, even after everything. You don't trust our capabilities, our ability to protect ourselves, or our team. You didn't trust us to help and defend you."

"I'm sorry." Blake whispered.

Yang's expression did not soften. "I know you are. But I don't trust you to stay anymore."

Blake wanted nothing more than the floor to open up and swallow her.

Yang yanked her arm free of the stunned Faunus's hold. "I'll fight alongside you for Ruby's sake but don't think I forgive you. Next time you decide to ditch our team, at least leave a _note_."

She opened the door, slamming it behind her, and left Blake alone in the bathroom.

XXXXXXX

 _The blast hit Penny and she curled over and clutched at her chest, eyes wide with agony. The wires wrapped around Penny's arms and midsection, tearing through her with the hair-raising shriek of abused metal. Her body collapsed onto the arena floor in pieces, pupils expanding in a horrifically human way—_

 **Smash!**

America's shoe struck the screen, shattering it into pieces. The easel tipped over as shards of glass fell to the floor, and a few flew far enough to slice America's sock. He brushed the shards away from his standing spot, breathing heavily, and hunched his shoulders, covering his ears in the futile hope of erasing the sound of screeching metal from his mind.

He'd fallen asleep— or, more likely unconscious from exhaustion— to the sound and he woke to the sound until it was engraved in his mind in a way he feared would never leave. He knew the sounds and sights of Penny's death better than some of his own memories, and if Polendina wanted him to teeter closer to a breakdown he was succeeding. America wanted to think he was strong-willed but seeing his friend bisected over and over again was wearing down on him and literally haunting his nightmares.

Like he always did when waking, America did a cursory scan of his surroundings, noting nothing amiss around him except the glass all over the floor. He looked down at his shirt and frowned, giving it a short sniff. It smelled washed and clean. He quickly realized someone had changed his clothes— and maybe sprayed him down if the slight dampness of his hair was any indication— while he was unconscious. Deciding not to focus on the fact that someone— likely the soldiers— had stripped him while he was unaware, he scowled at the infuriating gall of his captors.

Of _course_ they would not let him out of the room while he was awake. That would be too risky for them and would give him a chance to understand his surroundings. The only other room he was aware of was the bathroom, which sadly was attached directly to this room, ensuring he did not need to go down a hallway to do his business. There was no way to count steps to a different location, no new information to be gained, and nothing he could use in the bathroom to escape, only a toilet and sink. There was not even a mirror, though the reflection on the faucet was enough for him to see his disheveled appearance and tired, mismatched blue and green eyes.

America had _maybe_ thought— hoped— his regained memories would erase the sign of Vale's Aura residing in his body but his left eye remained green. He still had a foreign soul inside him and—although Vale's memories and dare he say presence had been wonderfully quiet ever since he woke in the new lab— sometimes the realization that there was another soul somewhere in there made America want to claw at his own skin to _get the thing forced inside him out_ —

America leaned over Not-Penny's table, forcing himself to breathe evenly. Flickers of pain stabbed through his chest and he bit his lip, holding in a hysterical sob.

 _It's too early to freak out_ , he told himself sternly. _Having a mental breakdown won't help anybody._

Except he was as stuck as ever. He had made no progress in finding information or planning an escape. Here he was, sitting around locked in a room, as trapped as the weakest of damsels in distress. He could not even shout insults at his captors to pass the time or show bravado, forced into silence by the gag.

But he was not helpless. He _wasn't_. He would figure something out. He would find the cracks in their plan and tear at them until their plots crumbled before them. Either through rescue or his own actions, he would not let them keep him here forever.

 _No one is coming for you_ , the voice whispered. _You can't rely on them to save you._

America ignored the voice and its negativity. Things weren't like they were when he had amnesia. He knew his family again. They were coming for him. They wouldn't let him down. He'd be fine.

He shut his eyes and—

 _Pyrrha staggered into a standing position and Penny knocked her weapons away, bringing her swords back to 'float' above her shoulders, splitting them into eight. The champion backed up slightly, expression uneasy, before panic flashed across her face. Penny threw the swords and Pyrrha flung her arms out forcefully, sending out a magnetic blast. The blast hit Penny and she curled over and clutched at her chest, eyes wide with agony. The wires wrapped around Penny's arms and midsection, tearing through her with the hair-raising shriek of abused metal—_

XXXXXXX

"This is amazing." Finland gasped, looking at the emerald woods delightedly.

The nations of the Anti-Grimm Taskforce— name pending— stood in a forest created by Tony's hologram room, most reacting with awe while some kept moodily stern countenances. Tony had welcomed the nations into the mansion to let them use it willingly enough— he only threatened to throw them out on their ears this time rather than bodily harm— but Germany still felt like a trespasser in America's home. He shook such feelings away, looking over his forces.

Romania prodded a tree with a fascinated expression. Korea declared he had invented the machine. Sweden stood in the shadows menacingly. Switzerland hovered near Liechtenstein, eying the woods suspiciously. Hungary twirled her rifle in her hands eagerly while Austria looked like he'd rather be anywhere else. Spain bounced on his heels, grinning. Denmark boasted about something to Norway, who listened with a disinterested expression while Poland asked Lithuania if he thought there were any animals around.

They were not all the members of the taskforce, but they were the first Germany decided to train. He would not call them the 'A-Team' or anything, but they were the ones most likely to face Grimm based on where the portals appeared. Not that any of them knew that. Germany, Prussia, and China kept that knowledge to themselves.

"This is pretty cool, but why are we here?" Spain asked.

"You are here to run battle simulations with the Grimm." Germany explained.

" _I_ don't need battle simulations." Denmark boasted.

"Then prove it." Germany said, unyielding. "But know this: if a single one of you 'dies' during the simulation, you all fail."

Protests sounded around the room.

Germany silenced them with a glare. "To be effective, you must work as a team. That includes ensuring none of your teammates are _taken_ by the Grimm."

"But I thought you said Remnant couldn't open portals here. They can't whisk us away to the other world." Korea pointed out.

Germany gave him a flat stare. "Do I need to remind you what Grimm do to humans? We'd _survive_ it."

Korea winced. "Point taken."

"So we need to work together?" Liechtenstein piped up, holding a gun that looked far too big for her. Germany knew she could use it, though.

He nodded. "Yes. Your first priority is always to protect each other and any civilians in danger. Your second is to kill the Grimm."

"Shouldn't it be the other way around?" Poland asked quizzically. "Like, Grimm first, civilian saving second."

"Would you let your people die?" Germany shot at him.

"…Oh." Poland murmured. "Okay. I get it. Duh."

"What are we fighting?" Finland asked.

"I'm not telling you." Germany said bluntly.

"What?" Lithuania stammered.

"You heard me. We will not always know what we are facing. You must be prepared for surprises."

"We're not rookies." Switzerland growled.

"When it comes to fighting Grimm, you are." Germany said firmly. "Not all of them are mindless animals. Some are frightfully intelligent, so you need to be prepared." He straightened his shoulders. "I will count down to the simulation and leave you to it."

With that, he left to go to the control room. Prussia and China were inside with the white-haired nation grinning madly.

" _Kesesese!_ " he cackled. "Can I start the session now?"

"What did you set up?" Germany asked cautiously.

"It is not too scary but it will certainly make them see the dangers." China assured him vaguely.

"Are you sure?" Germany asked, recalling his brother's vigorous— also known as ruthless, torturous, and brutal— training regimens from times gone by.

"They'll be fine." Prussia said dismissively. He pressed the start button.

Germany watched the light blink cheerily and sighed. "I was supposed to give them a warning."

"There are no warnings in battle. Go, my evil army of darkness! Go!" Prussia cheered.

In the hologram forest, red eyes appeared among the trees.

Austria stepped back, bumping into Hungary. "I thought he was going to count."

"Apparently not." Switzerland said calmly, raising his gun. "Stay together."

The hologram Beowolves lunged. Switzerland got the first kill, with Finland as a close second, and two wolves faded into black smoke. The Grimm— unarmored and young— fell easily to the nations' gunfire.

Denmark laughed. "This is too eas— _Bird!_ "

He tackled Finland aside as huge black feathers riddled the ground, sinking deep into the forest floor. The Nevermore shrieked and flung more flechette-like feathers. The nations were forced to take cover in the trees. A horrific shriek made their hair stand on end and Griffons spawned from the woods like bees from a broken hive, circling around the nations in a huge, black tornado.

Lithuania raised his gun and fired, aiming for the fleshy area below the beak. The others followed suit but more and more Grimm emerged, turning the shadows into thousands of blinking red eyes.

"There's so many." Poland began to shake. "L-Liet?"

A Griffon lunged for him, mouth open wide enough to swallow him whole. Poland froze, eyes growing huge. Hungary bashed the Grimm away with her frying pan, leaving her back exposed, and an Alpha pounced at her from behind. Austria shoved her away, falling into its claws. It did not hesitate to turn tail and bolt towards the woods with its prize.

" _Let him go!_ " Hungary screamed.

She jumped onto its back and shot it directly in the skull. At least, she would have if not for the bone plating blocking the bullet. Liechtenstein's bullet hit its leg, bringing the Alpha down, and upon realizing it was beaten, the Grimm's jaws locked around Austria's throat—

The Grimm vanished.

" _Simulation: Failed."_ A robotic voice stated.

The room cleared, leaving it empty and blue. Austria sat up and Hungary rushed to his side, hugging him tightly.

"I'm sorry." She said, voice unsteady. "I— I panicked. I forgot it wasn't real."

"If it was real, Austria's Aura would have protected him." Germany said, entering the room once more. "But that does not mean you passed."

"I should have shot it between the bone plating." Liechtenstein said softly.

"That's right." Germany said, pretending not to notice Switzerland's burning glare. "When fighting Grimm, _always_ shoot to kill. They are not animals or living things. They are monsters, demons, and soulless husks that only seek to destroy. That being said, this was not your fault, Liechtenstein. At least you _tried_ to help Austria."

A few nations winced. Switzerland muttered something about non-combatants staying off the battlefield. Germany chose to ignore him.

"We get it." Denmark said tiredly, raising a hand. "Grimm are dangerous, we can't get cocky in battle, and we need to fight together and watch out for each other. We _get_ it."

"I hope that you do." Germany said sincerely. "This taskforce is not meant for seeking glory. It is meant to protect this world from the threat the Grimm possess. It may be easy for us to take out hordes of Grimm, but civilians will fall to them like dead grass to a scythe. We _must_ defend them."

Diverse faces hardened and there were nods from multiple nations.

Germany's lips twitched in the slightest approving smile. "Excellent. Now that you understand, we can begin with a less strenuous—"

A series of beeps sounded around the room, making multiple nations shriek. Others reached for their phones, eyes widening at the alerts they received. Germany's breath caught. Apparently the Taskforce summons alert system was working—

Germany's phone gave a shrill ring. He frowned and took it out, schooling his expression as he recognized the number. It was given to him by America's boss, who mentioned it belonged to "people tracking the Grimm situation". Germany had a feeling the President secretly had his own agency working on the Grimm problem but did not dare ask.

He answered the call. "Hello?"

" _Mr. Ludwig Beilschmidt?"_ a male voice with a clearly American accent asked.

"That is me."

The American took an audible, shuddering breath. _"Sir, a Grimm has been spotted near Bazine, Kansas, USA. We're watching it through our drone's cameras now. It's in the countryside, mostly a farming area—"_

"What kind of Grimm?" Germany asked sharply.

He could feel the eyes of all the nations on him.

" _I don't know, sir."_ The man said apologetically. _"This one isn't in the files you gave us. It's some type of bird but it doesn't look like a Never—_ _ **Jesus**_ _!"_

"What happened?" Germany demanded, hand clenching around the phone. "Agent? Answer me!"

" _I'm fine."_ The American said shakily, voice strained. _"It's the Grimm._ _It's setting the land on_ _ **fire**_ _."_

Germany cursed mentally. _Naturally_ the first Grimm they'd have to face would be an unknown with special abilities. Because why would they face anything remotely _easy_ for their first mission? "We'll head out straight away. If you can, evacuate the town and keep the firefighters in a different area than the Grimm."

" _I don't think the town's firefighters can_ _ **handle**_ _this fire. The whole population's barely over 300. But understood, sir. Hurry."_

Germany hung up and turned to the others. "There is an unknown Grimm near Bazine, Kansas. It is a type of bird that can set things on fire."

"Like an evil Phoenix?" Poland questioned.

"Definitely stronger than a Beowolf." Spain pointed out.

"Oh, _great_." Lithuania breathed.

"We have to fight one _already_?" Austria asked tightly.

"If you didn't want to kill Grimm, why are you here? Why are _you_ trying to fight?" Switzerland demanded.

Austria did not reply.

"No time for chatter. We need to move." Germany said. "Tony will take us in his ship. It's the fastest vehicle we have."

"I've always wanted to ride in a flying saucer." Denmark squealed, running out the door.

The other nations followed, leaving China, Germany, and Prussia lingering at the back. The white-haired nation chuckled humorlessly and spoke too low for the others to hear.

"Well. It looks like training is over. This is going to be a _disaster_."

XXXXXXX

One of the many problems with traveling in such a small ship was the lack of privacy. Ruby tried not to let it bother her as she marched up to Yang, who sat in a corner playing Remnant: The Game with Matthew, Feliciano, and Jaune. With the exception of the twin, they all had resigned expressions, indicating Matthew would soon be claiming the win again. They all looked up as Ruby approached.

"Hey, sis." Yang said cheerfully. "Want to play?"

"I need to talk to you about something really important." Ruby said.

Yang immediately stood, and Ruby briefly felt guilty for using the little-sister-in-need card against her. But if she said the real reason for her request, Yang would pull away and ignore her with eyes burning red. Ruby tried not to think about that as her sister followed her to a more secluded section of the ship.

"What's up, sis?" Yang asked. Her violet eyes softened. "You doing okay?"

"I'm fine." Ruby said, bracing herself. "Blake is in the bathroom. I think she's crying."

Yang's expression closed off. "I won't apologize."

She turned to leave but Ruby stepped in her path, arms outstretched. "Why not?" she asked. "Aren't you happy she's back?"

"Why would I be?" Yang asked coolly. "Blake's unreliable. She'll ditch us as soon as she gets word of some White Fang plot somewhere."

Ruby balked. "You don't mean that."

"I do." Yang stated. "You saw her at Mantle. She would have jumped out of the airship to save the Faunus there if there were any left."

Ruby winced.

"… _That_ I didn't mean." Yang admitted. "But you know what I'm talking about. Blake has this, this mindset that she has to do everything alone and her opinion is the _only_ one that matters. She _doesn't think_ about what other people want. And until she proves that she as loyal to us as much as I was to her, I'm not forgiving her. And I'm sure as _hell_ not comforting her."

"She's your partner. Your friend. _Our_ friend." Ruby whispered.

"She is." Yang agreed steadily. "But she's also still the same paranoid girl who ran away the moment she let slip she was a Faunus. She's the same girl who trusted _a guy she just met_ with her story over _us_. She's the same stupid _loner_ that insisted on taking on Torchwick and the White Fang _alone_. She keeps going through the same problems over and over without trying to do things any differently and while letting her past control her life. _Why_ would she suddenly change her ways now, stop running, and _trust_ us?"

"I don't know." Ruby said, her heart heavy in her chest. "But I think you should give her a chance to prove herself."

"I'm giving her a 'chance' by not demanding she run off with her tail between her legs _again_." Yang said coldly. Without warning, her angry mask shattered, revealing something broken underneath. Tears swam in her crimson eyes. "She _abandoned_ me, Ruby. She knew about my mom, but she abandoned me _anyway_ when I needed her most. She didn't even say _goodbye_."

Red eyes turned an unhappy blue and Ruby rushed to her sister's side, holding her and allowing her to muffle her sobs against her shoulder. Finally, she understood the base of why Yang was so angry at Blake. Not just for her repeated tendency to block her friends out, but her apparent abandonment of them after Yang lost an arm to protect her. Seeing that from Yang's perspective, Ruby could no longer force her sister to comfort the Faunus. She could not demand they mend bonds because she, Ruby, believed they shouldn't be fighting. The damage was much deeper than she anticipated.

When they reunited, Ruby thought everything would be back to normal.

Instead, her team was more fractured than ever.

 **XXXXXXX**

 **A/N: Oh _boy_ I had a fun week. My computer decided to die on Tuesday night with no warning and I had to rush to get a new one. Thank goodness I had the chapters saved elsewhere.**

 **I hope that Yang's actions this chapter seem at least a little justified to you. Nothing against Blake but she** _ **seriously**_ **messed up and now we get to see the consequences of her decisions.**

 **Seriously, if RT has Yang forgive Blake in the show without** _ **any**_ **type of confrontation or drama I will be** _ **so mad**_ **. I hope that final scene with RWBY reuniting 'happily' was done just to wrap things up nicely and they're saving a bitter confrontation for Volume 6. I'm not asking for a physical fight or something. Just an argument or heated discussion, at** _ **least**_ **. Some people say Yang looked unhappy to see Blake when she showed up at Haven and although I'm not sure if that's true, I** _ **really**_ **hope it is. If not… Oh** _ **boy**_ **imma be** _ **MAD**_ **. This can't just be brushed aside.**

 **Thanks to everyone who read, reviewed, etc!**

 **To agentl3: Thanks for the review! T-Turn on PMs? ...NEVER! (runs away screaming)**


	5. Rotten Core

**Chapter Five: Rotten Core**

The sun beat down on the grassy plains near Bazine, Kansas, turning the grass brown and dry. Although much of the taller pieces hung limply, bowing to the heat that drained it of life, some of it stood tall and proud, rustling in the soft wind. In an instant, that grass turned to ash, crinkling into orange embers as flames tore through the countryside, belching black smoke into the sky.

"I heard America had wildfires but this is _ridiculous_." Denmark yelped.

The nations stared at the roaring inferno that crept ever-close to the small town of Bazine, standing in a line as they gaped at the wildfire. Above them, Tony's ship hovered, not bothering to go into stealth mode since the town had been evacuated hours ago because of the fire. But it was not the fire that truly threatened the place, but the thing that created it.

As Lithuania eyed the large, black figure circling far above in the bright blue sky, he swallowed nervously and gripped his rifle as tightly as he dared. The nation at his left was not nearly as worried as him, instead eying the creature eagerly.

"So that's a Grimm." Denmark commented, following the bird's path with his eyes. "What kind is it again?"

"We don't know." Germany said, voice clipped. "Only that it can create fire."

"I'm calling it a Phoenix then." Poland decided, too casual for Lithuania's liking. Didn't he understand they were about to fight that thing?

"Fine." Germany said, not bothering to argue. "I don't care. We need to take it out before it burns the town or we lose it."

"That would be bad." Prussia said casually.

"Is this a Spawner?" Austria asked, eying the Grimm nervously.

"No." Germany assured them. "We would have seen it drop more Grimm by now."

Lithuania wanted to let that news comfort him, but as the Phoenix Grimm flew closer, allowing him to see it more clearly, Germany's words did not put him at ease.

The creature was almost beautiful. It flew above the flames with the grace of the most regal of birds, every movement smooth and shimmering as it propelled itself forward. Its long tail feathers floated behind it like streamers made of smoky air. Its beak was long and elegantly pointed, its plumage glinting and reflecting the light of the sun, and if not for the darkness of its feathers that seemed to suck in the color around it, Lithuania may believe it was a benign, regal messenger sent from a fantasy world.

Then it swooped down along the grass and burst into flames, leaving a stream of burning land in its wake.

" _Holy shit!_ " Denmark yelped.

A large head turned towards the nations, revealing large, crazed crimson eyes, and the Phoenix Grimm gave a hair-raising scream that was too close to sounding human for comfort. It shot towards the nations, leaving a trail of fire in its wake, but the flames failed to hide its shrieking challenge.

Germany raised his semi-automatic rifle. "Ready!" The nations followed suit. "Aim!" The Phoenix flew towards them, and Lithuania realized just how big it was. It was not a little bird. In fact, it could probably swallow a car whole. It got closer and closer, black feathers flickering with orange like they were made from embers. " _Fire!_ "

The nations shot at the Grimm, many scoring direct hits, but the Phoenix shrugged off their bullets like they were nothing. Then it fired back.

Literally.

With a beat of its wings it threw burning feathers at the nations, forcing them to dive for cover. The feathers caught the surrounding grass on fire and they went up in an instant, heating the air as flames inched closer to the nations' feet. Lithuania peered around the lonely stone he was crouching behind and ducked as flames rippled through the air, barely missing his head. The Phoenix shrieked, circling above the nations, and dove down with the speed of a fighter jet, its shadow falling over them. To his horror, Denmark stood up, brandishing his gun.

"Get down you idiot!" Switzerland shouted.

"I'm not afraid of a—"

Denmark's boast was interrupted as the Phoenix grabbed him in its talons and threw him into the flames. Panic flashed across Norway's face and he dashed after him, skidding to a halt at the edge of the fire. Before he could try to walk into the flames, Denmark staggered out, looking none the worse for wear.

"I'm okay. I felt the heat but my Aura took the brunt of it. _Woo_ this stuff is awesome!"

"Don't get distracted." Germany snapped, drawing Lithuania's attention back to the fight.

The Phoenix shrugged off their shots and Germany grimaced, shifting his weapon into its ahlspiess form. "Bullets aren't working. We need to go close range and cut it."

Prussia cackled, turning his weapon into a glaive. "I guess it's up to you and me then."

China grimaced at his tonfa, silently agreeing they would not help to slice up the Grimm. Hungary bounced on her heels, obviously eager to fight at close range and looking ready to argue, but she held her tongue.

"All of you, provide cover fire." Germany ordered. "Prussia and I will get close and disable its wings. "

"Why do you get to kill it?" Korea pouted.

A vein pulsed in Germany's forehead and he glowered at the Asian nation. "For the hundredth time, this is not about glory—"

"Look out!" Korea screamed.

Germany looked up in time for the Phoenix to barrel into him. The blond-haired nation bellowed in pain as he was thrown back, but the Grimm kept on him, grasping him in its talons. His weapon clattered from his hand but Spain scooped it up.

"I'll save—"

The brown-haired nation yelped as large, taloned feet wrapped around his torso, pinning his arms to his sides. The Phoenix beat its wings, forcing itself upward in a blast of red-hot, smoky air, and Lithuania's eyes watered, his skin starting to prickle and redden.

"West!" Prussia cried.

He fired at the Phoenix but it ignored him, bringing itself higher with the two nations in its grasp. Was it going to drop them from high up? Lithuania saw embers flicker over its feet and Spain flinched while Germany gritted his teeth in obvious pain. He slowly realized the Grimm was trying to _burn them alive_ in its grasp and his stomach twisted.

The Phoenix beat its wings, sending waves of fire at the nations, and they scattered. Only a few stayed where they were. Switzerland ignored the burning grass around him and fired at the Grimm, as calm as a man at the shooting range.

"It keeps covering its head." He reported.

"Its eye must be the weak point." Finland added.

Lithuania watched carefully, noting how the Phoenix flinched whenever a shot came close to its face. It twisted its long neck and beat its wings, sending fiery wind at the nations. Finland staggered back but Sweden caught him before he could fall.

"Aim for the eye!" Prussia ordered.

The nations regrouped and fired upon it. Almost like the Grimm understood Prussia's shout, it swayed in the air, refusing to keep still. In its grasp, Spain flinched, face contorting in pain as his skin reddened. Lithuania realized he must be feeling the flames through his Aura. Either that or his Aura was running out.

The Phoenix dive-bombed the nations and they threw themselves to the ground, boiling hot air singing the hair on their arms and napes. Flames roared to life around them and Lithuania instinctively grabbed the nation at his side— Liechtenstein— and dragged her out of the roaring inferno.

"Are you okay?" he asked briefly.

She nodded. "It's coming back."

Sure enough, the Phoenix Grimm circled around, shooting straight for the nations like a missile. Austria and Poland faltered, freezing as the Grimm barreled at them, while nations like Switzerland took aim. Spain's pained scream froze them— and the nation writhed in the Phoenix's grasp— but Lithuania's mind cleared.

Without hesitating, he raised his rifle, aiming at the bright red eye that stared at them hungrily. His finger compressed on the trigger and the bullet went straight through its eye. The Phoenix fell, hitting the ground and sliding along it, leaving a ditch in its wake. It slowed to a stop in front of Lithuania's feet, and he dashed over its disintegrating wing, kneeling beside Spain.

"Are you alright?"

The nation sat up and nodded, his startled look morphing into a large grin. "Nice shot!" he said, wincing. Before Lithuania's worried eyes, his burns slowly healed and his skin turned from an agitated red to its normal, healthy tan.

"I agree." Germany said faintly.

Prussia slammed into him, hugging him tightly and fussing over his brother. Germany tried to gently shove him away but soon gave up and let his older brother look him over for injury. The raw fear in Prussia's face made Lithuania uncomfortable so he looked away. The rest of the nations watched the Phoenix's body turn to smoke and fade away, leaving nothing behind.

"We did it!" Poland laughed, hugging Austria.

The dark-haired nation stiffened, twitching, while Hungary chuckled at his misfortune.

"That was _awesome_ , Lithuania!" Denmark congratulated him, slapping him on the back.

"No. That was a _disaster_." Prussia stated.

The nations grew silent, watching the white-haired nation help his brother sit up. He kept a hand on Germany's shoulder, eyes never straying from him, but he spoke to them all.

"You did well, Lithuania. You brought down the Grimm before it reached the town. But _this_ —" Prussia gestured at the burning farmland, Germany, and Spain in one wide swoop of his arm. "—shouldn't have happened."

"Hey. We did our best!" Korea argued. "And no one got hurt."

"No one got hurt only because Spain can _heal_." Prussia disagreed in a growl. "It is true we defeated our foe, but we were far from a unit during that battle! More like ants that scattered as soon as a bird landed among them."

A few nations winced.

Prussia's eyes did not soften. It was then that Lithuania was reminded this man trained America for the Revolution, proving himself to be a ruthless mentor and tactician. If he saw something in their fight that he did not like, he would tell them, informing them of all their mistakes without hesitation.

"We need a better command structure." Switzerland decided. "We are not fighting as one. Instead we still think like individuals. We…" he grimaced. "…don't like taking orders from each other."

A couple of the nations avoided looking at each other, staring at the ground or sky with forced interest.

"I'm glad one of you understands." Prussia said. "In this taskforce, you are not nations. You are _the first line of defense_. You are a _unit_. You are _comrades in arms_. And you need to understand that. The _fate of the world_ is on our shoulders."

The nations shifted uncomfortably.

Germany gently shoved Prussia away and stood. He accepted his weapon back from Spain, placing it in its holster. "It is true that we beat this Grimm, but we must be better, quicker, and more efficient. We must be a _team_. The next fight could be even more chaotic and dangerous, so we _must_ be better prepared for it."

"We understand." Denmark said, unusually solemn.

Germany nodded and looked to the sky. "Tony will pick us up in a moment. We'll leave putting out the flames to the proper authorities. It will be reported as a random grass fire."

"At least this is easy to cover up." Finland commented.

"Let us hope our luck remains in that regard." Norway muttered.

"You know it won't." China said. "One of the Grimm _is_ going to reach a city, aru."

"We'll be ready." Denmark vowed.

"Like, of course we will." Poland said. He flipped his hair and wrinkled his nose. "Now that we're done, can we go shower? I smell like smoke."

XXXXXXX

"We're now approaching Atlas airspace." Sterlyn reported.

"Do you think something will happen this time?" Nora asked.

"Don't say that." Italy moaned. "Bad things _always_ happen when people say that!"

Canada ignored the Italian, looking past him and out the window. The relentless snowstorm limited their visibility so they could not see Atlas itself yet, but he trusted Sterlyn's word that they were close. After a few minutes of silence, the vague shapes of buildings appeared out of the whiteout. Russia perked up, leaning as close to the window as he dared.

"So this is the corrupt Kingdom of Atlas." he murmured. "I'm surprised we got so close without meeting a patrol." His eyes glinted. "Not very smart of them."

"How many times so I have to say this ship is _made_ for avoiding Atlas forces?" Sterlyn commented.

"Maybe a few more times will make it stick." Weiss said, equally dry.

The pilot snorted. The others were not so easily amused.

"They aren't going to be startled by our appearance and shoot us, right?" Jaune asked nervously.

"Hopefully not." Qrow said, not encouraging in the slightest.

England shut his eyes, staff glowing green. It flashed and he opened them. "I've put a shield over our vehicle in case we are attacked."

"Nifty." Sterlyn said. "Is that your Semblance or something?"

"Or something." England grunted.

Oscar stared at him, brow furrowed, and Canada guessed Ozpin was saying something. The boy did not share. Instead he tapped Ozpin's sheathed cane on his knee nervously.

"What are the chances that this will end badly?" Jaune brought up casually.

"Depends on how twitchy the General is." Nora guessed.

"'Twitchy'?" Yang huffed. "Try 'potentially homicidal'."

"I can't disagree with that phrasing." Qrow mentioned. "Jimmy was always a bit paranoid."

"If we have to fight our way through to get into Atlas, so be it." England growled.

"Ozpin says 'He'd rather get through peacefully so we don't become fugitives'." Oscar brought up.

"We already might _be_ criminals to them." Sterlyn warned. "We got past their outer patrols and into their territory. They're probably not going to be happy to see us."

"Joy." Jaune said stiffly.

"If the worst comes to pass, amplify Pyrrha's Semblance so she can move the airships." Ruby suggested.

 _Oh right. Jaune can amplify people's Auras._ Canada winced as he recalled his own Semblance but shoved those thoughts away. _**Later**_ _._ "I'll try to bring them down with ice and wind." he offered.

"And my magic has long enough range." England added.

"We're _not_ attacking the airships!" Blake protested.

"If they attack first we are." Yang argued.

" _Quiet_." Qrow interrupted. "We're here."

He pointed ahead, and for a second, Canada almost forgot how much danger they were in. Almost, but not quite. Ruby did not have the fortitude— or hundreds of awful memories— to keep her from getting distracted.

"It's beautiful." she whispered, awed.

Pristine buildings stood proudly amidst the snow, the bright lights of the city piercing even the thickest blizzard. In fact, the blizzard avoided the city, vaporizing on the bright blue dome that covered it. Atlas almost looked like a reverse starry sky, with blue, twinkling lights and tall white buildings instead of being darkness pierced by tiny specks of light. The whole ensemble gave Atlas a futuristic, almost otherworldly feel, like it was the fabled city a hero wanted to find that was filled with treasures and knowledge long forgotten. Canada had to admit it did look pretty, but he knew what lay within the dome was anything but.

"It's not. Trust me, that shiny exterior is hiding a rotten core." Qrow snorted, voicing Canada's thoughts.

"What is that blue thingy?" Italy asked for them all.

"Atlas's shield, of course." Qrow said. "What, did you think we could just fly in?"

"They've upgraded since last time." Sterlyn muttered unhappily. "Usually they kept the shield off because it used so much power."

"I guess things changed." Oscar said.

" _Obviously_." The pilot muttered sarcastically.

"Is that a bigger version of the Amity Colosseum shield?" Pyrrha questioned.

"Got it in one." Qrow praised.

"Was the lab here?" Ruby asked Canada hesitantly.

He shook his head, glaring at the shield. "Probably not. We wouldn't have been able to escape if it was."

"So Alfred-kun and the others might not even be here." Japan surmised.

"But Ironwood is." Russia growled.

"We don't know if it was him." Canada reminded the nations quickly.

Their silence was not comforting.

Nora squinted out the window, pressing her face against the glass and cheerfully ignoring Sterlyn's annoyed look. "Hey, I think I see some mansions."

"That's the residential area." Weiss informed her.

"Really?" Nora smushed her features harder against the glass, distorting them further and ignoring Sterlyn's growl. "I can't tell. It looks like a bunch of buildings mashed together." She bounced her hand up and down, tracing the bumpy skyline.

"The whole city has retractable ceiling and wall mechanisms that are used during the harsher winter months. It makes the city mostly connected and keeps out the cold." Weiss explained. Her eyes narrowed. "Or did you think people could just journey outside their houses in a blizzard?"

Sun winced, glancing down at his exposed abs. "Yeah, I thought I might have to reconsider my wardrobe."

"You'll be fine." Weiss said. "Right now, Atlas is one big complex. Everything is connected; the residential area, government buildings, shopping area, R&D facilities, even the Academy can be reached without stepping foot into the elements."

"What about secret government labs?" England interjected.

Weiss winced. "Possibly, though I doubt we can simply walk in there."

"So Atlas is one big city in a bottle." England scoffed. "Why am I not surprised?"

The roar of engines startled the travelers and giant airships rose around them, spotlights landing on the small cargo ship. The military airships made their ship look like a gnat, with even their guns outsizing the ship by a large margin, and Canada was suddenly grateful for England's foresight.

"I think they noticed us now." Blake said flatly.

"That's a _lot_ of airships…" Ruby whispered.

"We're being hailed." Sterlyn said tightly.

"Let me do the talking." Qrow ordered.

He pressed the blinking button on the console and answered the call.

" _Unidentified airship, you are flying in Atlas airspace."_ A voice said. _"Redirect your course or you will be shot down."_

Canada gaped at the radio while a few of his teenaged companions exchanged stunned glances. Even he could hardly believe the cold warning they received. No 'State your business'. No questions. Not even a single check to see if they were travelers in need of help or diplomats from another Kingdom or something. Just a threat that if they did not turn away, they'd be shot from the sky.

Canada knew Atlas was messed up and militaristic, but they had somehow gotten _worse_. He had the sinking feeling that they might be facing martial law inside the deceptively pretty buildings. Just how paranoid and trigger happy had Ironwood and Atlas become since Beacon fell?

"When you said they'd be unhappy to see us I didn't actually think you meant they'd threaten to shoot us on sight!" Yang hissed.

Qrow ignored his niece and picked up the radio. If he was disturbed, he did not show it. "This is Qrow Branwen and my team of Huntsmen. We require a meeting with General James Ironwood."

" _Request denied."_ The soldier stated. _"Redirect your course and leave Atlas airspace or_ _ **you will be shot**_ _**down**_ _."_

Italy began to shake. Ruby grabbed his hand, either to comfort him or keep herself calm. Maybe both.

Qrow was unruffled. "Foxtrot Alfa Lima Lima Echo November Tango Ivy Tango Alfa November." He said clearly.

The teens shot him bewildered looks but Canada quickly saw through the coded message. It was using a military phonetic alphabet, shockingly similar to Earth's but with a few noticeable differences. Though Canada supposed India did not exist here. It made him wonder what they used to replace 'Quebec'. He dismissed those thoughts for now, focusing on the radio. There was a beat of silence before the soldier responded.

" _Understood."_ he said. _"Your request for entrance has been granted. Please land in airship bay seven."_

The airships backed off, and a split opened in the shield, opening like large, sliding doors. Sterlyn guided them through and the shield instantly shut behind them, cutting them off from the snowstorm outside. The group descended through the buildings to the bay, flying seamlessly through the open metal doors. They slid shut with a loud metal clank, and the cargo ship landed without a fuss.

They had made it to Atlas. But Canada knew they were far from safe. He watched a patrol of armed soldiers march towards the airship and grimaced.

"Should we leave our weapons behind?" Blake asked warily, touching Gambol Shroud.

"No. They know we're Huntsmen." Qrow said calmly.

Sun's tail twitched. "I don't like this."

"None of us do." England growled.

They all exited the cargo ship, and as the soldiers approached with weapons in hand Canada resisted the urge to raise his own hands to avoid getting shot. The soldiers did not fire upon the newcomers, halting in a straight line in front of them, and one stepped forward.

"We will take you to the General." He stated.

No greeting. No warm welcome. Only business.

The blatant lack of hospitality and social niceties chilled Canada to the core.

"Good." Qrow said. "Thanks."

The soldier ignored him. His squad surrounded the travelers like a guard and they were marched from the cargo bay. Sterlyn glanced back at his ship but said nothing. Canada wondered if he was worried about calling attention to himself by explaining he was simply the Huntsmen's pilot. Canada exchanged glances with Yang, who watched the most likely Auraless pilot with a grimace. In hindsight, they really should have asked the man if he had his Aura activated. Canada made a mental note to protect the man if a firefight broke out.

The brawler leaned close to the twin's ear, watching the soldiers carefully in case they reacted badly to her movement. The men still had their weapons out, and Canada couldn't say if they were prepared for someone to attack the group, or for the soldiers themselves to attempt to mow the Huntsmen and Huntresses down if they 'tried anything'. Canada certainly did not feel like a guest being taken to their leader. Instead, he felt like a prisoner being marched to his execution.

"Welcome to hell." Yang muttered, and Canada silently agreed.

XXXXXXX

"Why are you being so stubborn, Alfred?"

America avoided Polendina's sorrowful green eyes, staring at the metal table. He traced a bolt that attached a leg to the tabletop, running his finger over the smooth circle, and made sure to not look at Not-Penny's body. The doctor was back and America could not say he appreciated the man's company. It was impossible to, with him trying to guilt-trip his prisoner and all.

Polendina had been in the cell for at least two hours by America's hazy guess, telling the nation his every flaw and how terrible of a person he was for not helping him. Most of the insults and cold jabs bounced off the drained American, and his apathetic attitude did him no favors in Polendina's eyes. Once, America might have been pleased that he got under his captor's skin. Now he was just waiting for the other shoe to drop.

"I went through all this effort to retrieve you; stealing Atlas's way to communicate with her agent on Earth, sending orders, hiring men, creating plans, making deals… and yet you insist on trying my patience. I have done nothing to you, yet you resist me like I am the enemy!"

 _I hate this guy_ , the voice said flatly.

 _You and me both_ , America agreed before he realized he was talking to a figment in his mind as if it were a separate entity. He grimaced, an expression which Polendina saw.

"I know you are a kind, heroic soul." He said passionately. "So how can you be so cruel as to keep me from reviving my daughter?"

 _Because I_ _ **can't**_ _revive her!_ America could not voice the truth, which might be a good thing.

He was not sure how much time had passed since he was dragged to this cell, but it was apparently enough that Polendina's 'good faith' and willingness to stay out of America's way and leave his prisoner to his own devices had run out. His mask of affability was slowly cracking as well.

"Perhaps it is motivation that is the problem." He murmured to himself. "I should hurt your friends. I should chop off pieces of them and _bring them to you_ to make you understand how serious I am."

 _And here come the threats. Typical_ , the voice said, sounding exhausted.

America ignored it and shook his head frantically.

Polendina relaxed and patted America's hand in what would be a comforting manner in a different situation. "But I won't. Not yet. I'd rather not drag them into this. Plans tend to veer into unknown territory when unpredictable parties are involved…"

America did not question the doctor's logic. If it kept France, Australia, and Romano safe, it was fine by him.

 _You should activate the hunk of metal already and get the hell out of here_ , the voice said.

 _No,_ America thought vehemently.

 _It_ _ **isn't**_ _your friend_ , the voice hissed.

 _I can't do it, okay?_ America winced. … _And now I'm arguing with myself. Great._

The voice did not respond.

"I'd prefer to keep this between us." Polendina continued pleasantly. "But… I suppose that hasn't been working." He stood and brushed nonexistent dirt off his pants. "Remember, you brought this upon yourself."

He slammed the door shut, leaving America alone with only the robotic duplicate and the voice to keep him company.

XXXXXXX

Australia blearily opened his eyes to the sound of the cell door's hinges creaking. He lifted his head and rolled his shoulders with a sigh, blinking twice to clear his vision and properly glare at the soldiers that entered.

Two helmeted soldiers entered, one right after the other, and Australia heard France's breathing hitch. He did not look at the blond-haired nation, afraid of what he might see. Romano remained curled up against his wall, not raising his head. The soldiers ignored him, as they always did.

Their shadows fell over Australia.

 _Aw crap—_

Before he could do more than flinch, one soldier shoved a cloth gag in his mouth, while the other wrapped a blindfold around his head. Australia struggled and thrashed in his bonds but he'd have as much chance of escaping as he would pushing a mountain. Something settled on his head and over his ears, and the sound of his rattling chains vanished.

 _Sound-cancelling headphones?_

If Australia mumbled or grunted past the gag, he could not hear himself. He was blind, mute, and deaf, a realization that slowly sent slithers of panic up his spine. He did not know why the soldiers did this. He did not hear them leave. He could not see their departure either. He could not even tell if France and Romano were still in the cell with him. There was only darkness and silence, and the coldness of the metal manacles around his wrists.

Never before had he ever felt so trapped.

 **XXXXXXX**

 **A/N: Great news! I have finished writing this book. I'll probably do a couple more weeks of weekly updates before making them more frequent.**


	6. Good Soldiers

**WARNING** **: Dark chapter. Brief scene of torture.**

 **XXXXXXX**

 **Chapter Six: "Good" Soldiers**

Pyrrha made note of every piece of metal. From the guns to the benches to the clasps on the soldiers' uniforms, she kept track of it all, ready to use anything and everything in her range as a weapon if needed. Miló lay in its belt form around her waist and Akoúo̱ was a comforting weight on her back, but she still noticed everything she could throw with her Semblance, everything she could use if her friends needed a distraction or escape.

Jaune lingered close to her, right hand flexing as he barely refrained from resting it on Crocea Mors' hilt. Everyone else was similarly on edge, glancing at their guides and the passing soldiers with apprehensive expressions. Pyrrha could not blame any of them. Atlas was practically enemy territory, with only Salem's own realm being worse. She couldn't consider this Kingdom anything less after everything they had done, and now they were headed straight into the Grimm's den with no easy way out.

 _What if this is an elaborate trap?_

No matter how much she wished it, the thought was not even paranoid on Pyrrha's part. If Atlas had taken Alfred again, their 'safe' passage could be a ruse to get them into one place and imprison them before they became a problem or staged a rescue. The champion hoped that Ozpin was right and Ironwood's good nature would win out but she could not rely on that hope being the case. Ozpin had been terribly wrong about people's natures before.

As they went up into the military's HQ— where Ironwood's office resided— the possible escape routes grew more and more limited. Pyrrha heard Jaune whispering with Ruby about possible getaways, and she recalled his story about their failed mission in Kuchinashi with a cringe. The more she thought about it, the more similar the situations seemed. They were being led into a tall building crawling with potential enemies, on their way to a meeting with a man they could only pray was on their side…

"— _please_ don't threaten him." She heard a snippet of Matthew's harried conversation behind her. A glance back revealed he was speaking to his older brother, whose expression settled in a stubborn scowl.

"Only if he threatens us." Arthur said steadily. "Or if he refuses to tell us where America is."

"He might not know." Kiku reminded him.

Arthur snorted. "If he doesn't, I'll be sorely surprised."

"I wouldn't be. Things can slip under Ironwood's nose unnoticed." Matthew commented. His eyes burned a dangerous, glowing violet. "A scientist got away with taking America from our cell and vivisecting him before Ironwood found— _No, Arthur!_ "

The Brit stormed ahead of the group, ignoring the soldiers pointing guns at him. Pyrrha quickened her steps and Jaune hurried after her, catching up to Arthur as he shoved open the large white doors leading to Ironwood's office. The General looked up from a Scroll he was perusing.

"Hello—" Ironwood's eyes landed on the nations and widened slightly.

Arthur shoved off Matthew's restraining hand, slamming his fists down on the Generals' desk.

"Where's Alfred?" he demanded.

Ironwood frowned at him, brow furrowing slightly. "…What?"

His obvious confusion startled Pyrrha as much as the others, and Arthur's rage faltered. It soon came back full-force, and all diplomatic politeness was forgotten.

"Don't you bloody dare play innocent!" he snarled, staff crackling with green light.

A soldier stepped forward, gun raised. "Sir—"

"You are dismissed." Ironwood interrupted. "All of you."

The soldiers exchanged glances but marched out, closing the doors behind them. As soon as they left, Ironwood sighed, rubbing his forehead. "I should have known you'd bring trouble, Qrow."

"You deserve it." The Huntsman said unapologetically.

"Where's Alfred?" Arthur demanded again.

"Fine. Straight to business, then. Why do you think I have your misplaced brother?" Ironwood asked coolly.

Something about his wording prodded at Pyrrha but she ignored it, focusing on the conversation. A vein in England's forehead pulsed. Ice crackled over Matthew's shoulders.

"You had one of your men stationed on Earth." Ivan said coldly. "He was taking orders from Atlas."

Ironwood did not deny it. "If Atlas talked to him recently, I am unaware of it. According to the reports we have not contacted him in months."

"Well _someone_ did." Arthur snarled. "They sent Atlas soldiers to Earth to abduct America!"

Ironwood balked. "Vale was _abducted_?"

Arthur's rage drained away, leaving a blank expression. "You truly had no part in it." He said faintly.

Ironwood grimaced. "I'm afraid not."

"What about your nation?" Ivan challenged.

"Yeah, where _is_ Atlas?" Qrow interjected. "We need to talk to her."

Ironwood set the Scroll down, glaring at each of them as his patience wore thin. None of them quailed, all looking back steadily, and although they outnumbered the man, they knew a fight would not end in their favor. After all, there may be more of them in this office, but there were thousands of soldiers outside.

Pyrrha saw Yang step closer to Sterlyn out of the corner of his eye. The poor pilot looked hopelessly confused. Pyrrha realized they had never told him about Vale or the nations and winced internally.

"Why are you here?" Ironwood demanded eventually.

"To save the Relic of Creation, sir." Ruby said.

"To find Alfred." Matthew stated.

Ironwood's gaze flicked between them and a neutral expression passed over his features. "I cannot help you with either of those things."

" _What?!_ " Yang exploded.

Qrow put a warning hand on her arm but levelled his own glare at Ironwood. "Why the hell not? We need to get the Relic of Creation before Salem does."

"The Relic is safe in its Vault." Ironwood stated.

"Not forever." Qrow growled. "Salem already got Knowledge."

Ironwood recoiled, shock flashing across his stern features, and then scowled. "I knew Leo was a damn coward." He hissed, then shook himself, calm and in control once more. "I assure you, Salem will not get ahold of Creation. Atlas's borders are closed. No one gets in without us knowing."

" _We_ got through without you knowing." Qrow snapped.

"—And no one will convince Atlas to open the Vault under our Academy." Ironwood continued as if he had not spoken. "She would rather die."

"I'll help with that." Arthur muttered.

Luckily, only Pyrrha and a couple others seemed to hear him. Ruby shot him a shocked look that quickly faded as she recalled what Atlas had done to the twins. Pyrrha had to wonder if the delicacy of their situation had hit the girl just yet.

"You _know_ Salem will have a way to make Atlas do what she wants." Qrow argued. "To say it's impossible is damn arrogant. That's a trend with you lately."

Ironwood did not take the bait. "Atlas is the safest and most secure location for the Relic."

"Don't give me that bullshit!" Qrow snapped. "Mistral hid out for years but Salem still managed to find her and force her to give her the Relic of Knowledge. Forget your pride and Atlas's propaganda bullshit and use your damn brain, Jimmy. There's a _reason_ you were asked to join our group."

Pyrrha abruptly noticed how he did not bring up that Oscar was the new Ozpin. Her heart sank as she understood what that meant; the Huntsman and Ozpin were not nearly as confident in Ironwood's loyalty as they claimed. The comparison of Atlas to a Grimm's den was never more accurate.

Despite her assessment, something close to regret flashed through Ironwood's features. It was gone too quickly for her to be sure.

"…I will attempt to contact her." Ironwood eventually. "She has been quite busy as of late."

Arthur's eyes darkened. "I wonder why."

"Between kidnapping nations and crushing her own people under her foot, she must have quite a full schedule." Ivan added with false cheer.

Ironwood ignored him. Instead he scanned the group again, and his expression softened slightly. "Ms. Schnee. I'm afraid your sister is out on a mission at the moment. But please, rest assured knowing that I will not inform your father of your return."

Weiss curtsied politely. "That would be appreciated, sir."

Dark eyes met Pyrrha's green. "Ms. Nikos." Pyrrha refrained from jumping, startled at being directly addressed. "A word of advice: I'd be careful if I were you. Many here are not happy with your actions during the Vytal Festival."

 _Was that a threat?_

Jaune growled, implying Pyrrha was not the only one to think that.

Pyrrha put a hand on his arm and met Ironwood's gaze steadily. "Penny Polendina's death was not my fault." She said, voice quiet but firm. "It was orchestrated by the real enemy."

Maybe that was a bit heavy-handed and impudent of her, but Ironwood seemed to be having trouble recalling who that enemy was.

Ironwood studied her intensely but inclined his head. "I know, but the public does not. Be wary." He waved his hand and the soldiers came back in, their eyes hidden by the helmets they wore. "My men will take you to your accommodations. You can stay there while you search for Alfred. But please… do not disrupt the peace. If you do, there will be consequences."

A series of glares, shocked looks, tense shoulders, and scowls spawned in response to his words.

"Got it." Qrow said, tone noticeably clipped.

The nations said nothing, not even Arthur.

Left with no choice, they let the soldiers escort them to their rooms.

XXXXXXX

The cell door creaked open.

Two soldiers walked through and Romano flinched, pressing against the wall as his heart leapt into his mouth. France reacted similarly, shrinking into a small ball. Only Australia did not react, deaf and blind to the soldiers' arrival. They ignored the brown-haired nation, stopping in front of France.

The blond-haired nation went limp, staring blankly at Romano as he prepared himself for the next injection. Romano did not have the heart to look away, holding France's dull gaze as steadily as he could, even as his body trembled. To their surprise, the soldiers unlocked France's manacles.

"You're in luck." One of the soldiers mocked him. "You're being moved to a new room, where you're meeting someone very import—"

The manacles fell away and France's head slammed into the man's nose. The soldier stumbled into his partner, taking him down, and France staggered over to Romano, collapsing in front of him. He pulled weakly at the Italian's bonds, eyes filling with tears when they failed to give way.

Romano forced himself to speak. "Leave me." France blinked at him. " _Leave me_ you idiot!"

He did not try to hide the terrified sob in his voice. He knew he would be punished if France escaped, but the freed nation had the best chance of any of them to make a break for it. That hope was mercilessly squashed when France decided hugging him consolingly was better than getting the fuck out of there, yet Romano could not find the strength to berate him for the embrace.

Then France took a shuddering breath and spoke. _"For it is in passing that we achieve immortality. Through this, we become a paragon of honor and hope to rise above our privilege. Infinite in aspiration and unbound by chains, I release your soul, and by my shoulder, give courage to thee."_

Orange light flared over Romano's skin, barely noticeable against his tan. His eyes widened as he recognized it for what it was. "You—"

France smiled weakly at him and the butt of a gun slammed into his head. The nation crumpled soundlessly to the ground, the furious soldier standing over his limp body.

"Bastard." The man sneered. "Are you happy with yourself? Look how far you're little attack got you."

France wasn't conscious to respond. In hindsight, that might be a good thing as Romano slowly realized what the nation had intended. He could only watch as the soldier gave France a few, unnecessary kicks to the side, his boot impacting the nation's flesh with a few, painful _thuds_ , but France was not awake to feel any of it.

Once the first soldier stepped back, the other soldier lifted France up and hung him over his shoulder. "Let's just go."

They walked out, leaving Romano and the oblivious Australia alone. Romano held his breath until he heard their footsteps recede. Only then did he let himself look at his trembling hands, which no longer glowed. But they had. And he knew what that meant. Even if he had not witnessed France constantly losing his Aura, the energy he felt running through his veins was enough to inform him what the nation had done.

But even with Aura, Romano was still helpless. He couldn't escape now any more than he could before. All he could do was wait until rescue came.

It hurt to admit France's pain had been for nothing.

XXXXXXX

America woke with a wince. He blinked blurry eyes, his vision slowly clearing to the lovely sight of the side of the metal table. He wasn't expecting anything different by this point. He sighed and pulled his feet under him so he no longer hung awkwardly by his wrists, cringing as the metal manacles scraped at his raw skin.

It was almost sad that America was used to sleeping in such discomfort by now, his exhaustion overwhelming any pain he felt from the position. Waking up was still a hassle, however, and he rolled his shoulders as he stood on prickling legs, cracking his stiff neck in an attempt to stretch the aches away.

He did a customary scan of his surroundings and himself. Not-Penny was the same. His clothes were still dirty, as was his hair, so they had not dragged him somewhere and sprayed him down while he was unconscious. He'd seen evidence of them doing it at least a few more times, so they either drugged him to keep him dead to the world or he could now probably sleep through getting stabbed or drowned. That was not a comforting thought.

 _Heh. Maybe I'll be as bad as Mattie._ America's breath hitched but he swallowed the sobs before they could come.

 _Your brother isn't coming to resc—_

 _Fuck off, Voice_ , America snapped mentally. _I'm not in the mood._

The voice went quiet. America really should stop thinking of her as a separate entity. Or maybe he should, considering if she actually was separate from him he might be in huge trouble. He had an inkling as to what she might actually be but ignored that thought. He knew nations could go crazy. Russia at his worst was a clear indicator of that. But he wouldn't think about that. The alternative was acknowledging it and possibly having a mental breakdown.

 _When will you stop deluding yourself?_ what was hopefully just his newfound cynical side and not a new separate personality sneered.

 _I told you to_ _ **shut up**_ _._

Yep. America was royally screwed.

The door creaked open and he looked behind him, mentally preparing himself for more guilt-slinging from the Polendina. It was not the doctor who came through the door.

It was an average soldier. Unease settled in America's gut but he kept his expression blank. As the soldier shut the door behind him, he checked the man, relaxing slightly when he saw he wasn't carrying anything. Hopefully that meant Polendina had kept his word that America wouldn't be receiving any bloody, fleshy surprises anytime soon.

 _We're screwed. We're so screwed. We can't get out and no one's coming and once they figure out I can't do anything they'll give me to Atlas or Salem or whoever and it'll start all over again and I'll never be free I want to go home please_ _ **I can't—**_

America shoved his panic behind a wall, glaring at the soldier.

The man sneered at him. "Hello, _Subject A_. Remember me?"

America mockingly shook his head without an ounce of regret.

The soldier glowered at him. "You piece of _shit_. I was dishonorably discharged because of you!"

Memories stirred and America studied him more closely. He recognized the soldier now. He was one of the crueler guards from the lab, the kind who drugged the twins all-too-eagerly whenever they struggled or stepped out of line. He was also one of the soldiers who brought him to the grey-eyed scientist that tried to harvest his organs.

America was honestly surprised Ironwood had not executed everyone involved. The General had no problem killing the scientist and his pleading assistant. Maybe the soldiers thought they were acting under Atlas's orders so they were spared? Or maybe they claimed they were told that by the scientist in order to appear blameless. Either way, apparently Ironwood spared their lives, but not their jobs or honor. America could not say he felt bad for them.

"But you don't care about that." The soldier snarled. "You don't give a damn about the human lives you ruin."

 _Ah. So he blames me for_ _ **his**_ _shady actions that made him lose his job. Great. What kind of delusional world are you living in, buddy? You had fun tormenting me and you had to pay for it._ America could not voice the scathing remarks and settled for glaring at the soldier.

The man did not notice. "You get to live _forever_." He continued to rant. "You get to do whatever you want with no regard for the humans whose livelihoods you desecrate. You _ruin_ us, and forget us in an instant." His expression twisted into a cold grin. "I _won't_ let you forget me."

The soldier pulled out a knife.

Lightning crackled in America's hands but the familiar prick of the needle left him limp and defenseless. The soldier grabbed him by the shoulder before he could crumple and shoved him down so he was bent over the table, laying on top of Not-Penny's shins. The robot's legs dug into America's ribs and stomach but there was nothing he could do change his situation.

The soldier grasped his collar and dragged the knife through his shirt, slicing it open and leaving his torso exposed to the chilly air. The soldier's weight settled against the back of America's legs as the man leaned against him and America's heart leapt into his throat.

The man chuckled at his expression. "Oh, am I in your personal space? I apologize. I'm not used to working in an environment like this. It's a little unwieldy. I used to be an… _unofficial_ _technician_ in the arts of interrogation before I was recruited by Atlas— the girl, that is. You should be grateful she found my special skills unnecessary back then."

The soldier calmly jabbed America with the knife, targeting his left shoulder. The way he pricked the skin, almost _playfully_ , made America think of a sadistic child prodding a puppy with a sharp stick. He couldn't feel anything more than the occasional prick yet, but he knew that would soon change. On cue, the tip of the knife pierced his skin and his eyes flew wide.

The soldier smirked. "Now, how many times do I have to carve you up to make the message _permanent_?"

The dagger sank into America's shoulder and he clenched his teeth around the gag, determined not to make a single sound of distress. The knife curved along his shoulder blade, leaving a trail of fire in its wake. Blood blossomed on America's skin and he focused on the coldness of the manacles, trying to distract himself. He lay his forehead on cold metal table, determined not to let the soldier see he was in pain.

 _He'll stop eventually_ , America told himself. _Stay strong. Ride it out. I've been through worse._

The voice was noticeably absent. Maybe because America already knew no one would come to his rescue unless France and the others miraculously were on their way here. The realization that Canada, England, and the nations on Earth were not even on his list of possible liberators was a slap to the face and America started counting in Japanese to divert his attention and keep himself from tearing up. He didn't want the soldier to think it was because of his actions.

The knife exited America's flesh but before he could relax, it stabbed him again, just to the right of the first wound. America shut his eyes, moving on to the different Japanese words Japan had taught him and focusing on the discomfort in his arms and ribs. Not his back. Anything but his back. His back _**burned as icy metal sliced through his skin like butter—**_

America could not even writhe in pain, forced into stillness and silence. The soldier finished carving something into America's right shoulder and yanked the knife free. America shivered, acknowledging the sheen of sweat on his skin and the lightheadedness from blood loss. Among the stickiness of blood on his back, there was only fire, the sliced flesh refusing to mend despite the thinness of the wounds. But slowly, mercifully, the burning began to fade.

The soldier scoffed. "You're healing. That won't do."

The tip of the knife pressed against America's skin. He kept his eyes shut, unable to fight as the soldier literally re-opened old wounds. With every retraced slice, futile distractions and despair failed to have an effect and were soon replaced by anger.

 _I'm going to kill you when I escape_ , America thought furiously, flinching when the knife sank into him again. _You'll get what you want. I won't forget you until I_ _ **burn you to ashes**_ _. I hate you._

The knife split skin.

 _I hate you._

Fire ripped through his back.

 _I hate you._

Blood dripped down his flesh.

 _I hate you._

The soldier chuckled.

 _ **I hate you.**_

The soldier went through the process eleven more times before the knife and his weight vanished from America's body. A hand brushed across Alfred's shoulders, pressing down and making him clench his teeth around the gag in order to not scream. Unconsciousness beckoned to him but he fought against it, determined not to pass out and let the bastard win.

"There." The soldier crooned. "Perfect. How does that feel?"

America kept his head still and his eyelids closed. His eyes— unlike his back— did not sting, and a part of him was proud of himself for not crying. Something heavy lay on top of him, pressing flush against his body and igniting fire in his wounds, and he felt the soldier's warm breath tickle his ear. America's eyes snapped open in panic as his body tensed. He felt the soldier's chuckle vibrate against his back, his mocking face mere inches from America's own.

"I asked you a question." He said in a voice as sweet as poisoned chocolate. "Pay attention or I'll have to make you."

America glared at him.

The soldier smirked humorlessly and got off of him. Without warning, he grabbed America by the metal collar and yanked him off the table. The nation jolted to a stop before his calves hit the floor and his arms jerked at the shoulders, sending fire through his back.

"I can't say whether I'm impressed or annoyed." The soldier said. "The doctor hoped you'd panic and resurrect his daughter through instinct, but apparently you're too pathetic even for that."

America flinched, staring at him with round eyes. It was not the insult that hurt him, but the revelation that came with it.

The soldier laughed. "Oh _yes_. The doctor approved of this little meeting between us. He said to do whatever I wanted and set me loose. He's a _great_ boss like that. I should give him a glowing recommendation."

America looked at the hidden cameras and lowered his head, hiding his hurt. The soldier wiped the knife on the nation's pants, eying the red streaks with a smirk.

"I don't really care about that robot." The soldier commented. "But still, that was cathartic. I'll have to come back the next time I need stress relief." He leaned over, grasping America's chin and putting his mouth uncomfortably close to the nation's ear. "Or maybe I can convince the boss to let me visit your friends."

America glared at him, unable to do more.

The soldier snorted and released him. "Then again, they might not be as squirmy as you. I personally believe I can motivate you to work faster given the time. We'll have to see."

The knife whipped out, slashing America's cheek, and the soldier cackled when the nation squeezed his eyes shut.

"See you again soon, Subject A." the man jeered.

He sauntered out the door, slamming it shut behind him, and America heard the lock click.

After several minutes of paralysis, America regained some control of his muscles. He struggled into an upright position, grimacing as his weight was finally put on his feet so he no longer hung from his wrists and strained his shoulders. He slowly pulled himself up the table, slumping against it to catch his breath as his back burned. The nation stood in silence, doing absolutely nothing but taking gulping, shaky breaths.

He had to take stock of the damage the soldier inflicted on him. He knew that. But his instincts pleaded for him not to, whimpering a warning he did not fully understand. Once he was sure he was not about to pass out, America craned his neck so he could look. He pushed through the pain as the skin on his back stretched, aggravating and reopening the wounds as he laid eyes on the injuries. Carved across his shoulder blades in jagged, bloody letters was one word.

 **SACRIFICE**

America ignored the burning pain and hunched over the table, hiding his face in his hands. Blood dripped down his skin in thick, sticky streams and although it slowed to a stop, the stinging did not cease. He looked again and the wounds tore open, becoming a macabre red splits once more.

'SACRIFICE' was still etched into his skin, as clear as day.

Shame rushed through Alfred and he bit his lip, shoulders shaking with repressed sobs. He tried to gather up the ripped t-shirt and press them to the wounds but the cloth fell uselessly to gather at his manacled wrists, leaving the letters for all to see.

America held the tears that wanted to well up back, knowing they weren't from the pain. He _wouldn't_ cry. If he did, that would let the soldier and Polendina know this got to him. He wouldn't let them win like that. Except they'd _already_ shown how helpless he truly was when a mere human managed to do _this_ to him.

America knew nations could get permanent scars, but they were usually from natural disasters, attacks, a particularly cruel boss, or other nations. _Never_ an average human. Deep down, America knew it wasn't simply the soldier's actions that created the scar. With all he had been through since being kidnapped by Atlas, he was surprised he had not scarred earlier.

 _It's not a scar. Stop calling it that,_ he scolded himself. _It'll go away. It's just healing slowly._

It did not heal.

It did not go away.

No matter how long America lay slumped there, it did not fade and close. The wounds remained bitter and red, a permanent reminder of what everyone on Remnant saw him as.

Eventually, America decided he needed to move. He attempted to stand under his own power but swayed unsteadily, leaning against the table for support as crimson dripped down his back and stained his pants. His legs trembled, weak and wobbly from the loss of blood and his back ached and stung, constantly reminding him of the source of that blood loss.

Not-Penny was as silent and dead as ever, but America could see dark splotches on her stockings. His blood. He ignored the sight of it. When he took her cold hand, he pretended he was just tired. He wasn't scared. He wasn't shaking.

He _wasn't_.

The wounds _wouldn't_ scar.

They would not remain on his skin.

They'd fade.

They had to.

America did not want to wear the mark of Atlas's torment forever.

 **XXXXXXX**

 **A/N: Why am I so mean to characters I love?**

 **I'm updating early because I don't know if I'll be able to update tomorrow. There might be another update tomorrow, there might not be. I don't know.**


	7. Little Voice in His Head

**Chapter Seven: Little Voice in His Head**

 **Ḁ̵͛͘T̴̡͓̑̃̿L̶̬̅̈A̶͙̘̔̐Ś̵̮̘͙ ̷̡̜̀̀I̸̙͠S̶͓̯͐ͅ ̷͎̔͑̀Ÿ̴̛̞̤́̆ͅO̶̡̾̊̚U̵̻̐͒Ṟ̶͙̅̑͌ ̵͇̰̲̚P̸̝͖̀͘R̷͇̃͌Ơ̴̱͈͉Ṫ̶̥̣͔̒̈E̶͍̤͓̓͋C̸̖̈T̶̼̲͚̀Ọ̵͎̿R̵̄̐̚ͅ.̴͚̊̽**

 **A̵̪̫̖̍̂Ṱ̴̐Ļ̷̩̈̈́͑͜À̴̹͝S̸͈̽ ̴͔͇̏̌I̷͔̬̙̕Ș̸̺̤̆̓ ̷̳̲̝̐̇͛Y̷̻̬̖̓̀͝O̸̞͛͝Ú̶͈͕R̵̤͈̈ ̷͚̹̓̈́S̶̢̛͔̳̋͝A̷̭͛V̶̱̘͓̋I̵̩͌͗Ȍ̵͔̦ͅR̵͍̗̈́.̸̨͛̅̅**

̴̪̱̞̂̽ **Ä̷̹́͠T̴̫͈́͌L̶̹͋Ã̸͇̑Ș̶̏̇͌ ̸̨͇̙̄͝I̷͓͗Ṣ̷͛ ̵̦̭̈́̒͘Y̶̯̪̌̿ͅO̸̪̎͘U̸̬͈͚͑͋̔R̶̩̒ ̵͙̥̀̎̑G̵̢̠̻̉̄U̶̢̻̩̎A̶̮̮͖̿Ŕ̵͈͎Ḏ̸̠̏Ḭ̷̃̿A̷̼̥͋̈́Ņ̴̫̥̑.̷̭̉̈́̓**

̴̡̱̕ **A̴̢̩̾̈́̀T̵̮̟͗̋L̷̗͚̅͝A̸̘̅̔S̶̮̤̈́ ̵̰͎͙̈́I̷̮̋̆S̸̖͓̈́͒ ̶̟̳̈Ỵ̷̝͇̌͛̀O̵̝̊̄̚U̷͎̫̔̒R̴̲̹̫̅̅̚ ̶̙̓͒F̷̼͐̊̂͜ͅṞ̶̆Ǐ̸͈̓̔E̴̞͗̑͆Ṅ̶̜̺̀D̸̗͕̀͜.̴̲̻̀̓͝**

̷̳͛͋ **A̶̻͙̋͜T̴̪̒͛͝L̵͍̖̞̾̂A̴̟̝̍̇͠S̴̟̄̔͐ ̶̬̼̑̆W̸̍̍͜I̷̪̭̫̋̈́L̷̯̜̍L̵̛̼̈́ ̴͇̇͜D̸̨̯̳͂̑̽E̵̲̐̀ͅF̵͓͂̀̓E̷̲̣̫͝N̸̯͚̍̾̋D̴̪̩͓͠ ̶͚͝Y̵̯͆O̸̧͓͘͘U̵̯̯̅̒.̷̨̘̯̑̋͑**

̴̻̀͝ͅ **Á̴̹̂̐T̶̟̻̆̍L̶̦̹͇͐͗Á̵͇͓̄͆͜S̸̨̖͎͋͐̕ ̷̬̻̆̇͛I̷͎̠͊̾̍S̸̬͍͑ ̶̰̭̀̕͘͜T̸̢͐̑H̴̭͗Ě̸͓R̸̨̈́̊E̴̩̅̓ ̴̡̺̃̑F̷̞̥̱̐̽͘O̷͎̤̖͒R̷̫͎̐ ̵̱̪̰̀Y̶͉̜̽ͅO̵̖̳̪̽U̷̘̮̔̑̑.̷̤̏**

̷͇̃ͅ **A̷̲̠̅Ţ̴̛͎͈́̇L̷̨͕͉͋́͆Ã̷̼͜Ș̷̄̈́ ̴̺̒͋L̴̟̤̣͐O̸͓͈͗̊̏͜V̸͔̒̐E̷̝̩̅̄̇Ṡ̶̢͎̺̕͝ ̷̖͔̊͘Y̸͚̓O̵̳̒Û̷͕̏.̸̡̠͐͒**

 **Ÿ̵̢͚̦̋͌O̵͚̗̔͌͗Ù̵͎͎͗̊ ̴͓̜̉̌L̸̮̰̅O̵̺̿͗͘Ṿ̶͚̤̐̇̃Ë̶̗̫́̈́͜ ̵̹̼͂A̸̮͂̾Ţ̶͓̤̇͌͝L̶̖̘̎́A̷͔̙̿̾Ś̵̬̼̽.̷͔̝̞̾̎͗ ̸͙̼̀̓**

̵̔͂ͅ **Ã̴͈̻̐̒Ṯ̶̱̓̾L̷̯̲̰̔Ā̵̲Ṣ̸͈̝̌͑͝ ̸̼̩̫̆Ī̵̫̮S̵̖̗͋͋̔͜ ̷̧̙̈́͗̅Ķ̸̛̞Į̴͆̑̕N̸̢̟̺̐D̷͇̒.̸̨̱́̚͝ͅ**

 **A̴̧̹͍͝T̶͎̘̯̎̿͘L̵̻̙̈́̑A̸̭̤͐̅͝S̸̺͕͋͝ ̶͍͒̌I̸͓̬̅͜͝S̷̢͙͑̈́ ̸̬͐M̵͍̗̞͐͘E̴̱̘̾̿͝R̵̙͐͂C̸͎̎͑̈Ï̵̟̮F̵̦̣̿̆Ü̸̻̟͓͝L̷̪̄̚.̸͇̓͠**

̴̩̉ **A̴͇̬̅̿̎T̶̢̖̬̔̌̌Ḽ̴̩̙̉̍́Ã̶͔S̴̮̈́ ̸̙̯̐Ỉ̶͙S̷͉͖̓̌ͅ ̵̟̣̞͛̐T̷̬̔̂R̵̤̣͌͜U̴̧̥̣̿͌S̸̨͋̋T̶͔̲͎̋̂̎Ẁ̶̪͍O̴̡̝̔R̷̜̆T̸̡̳̠̋H̸̜̙͑́̆Y̴͖̖̏͠.̷̞̗̰̔̑̽**

̷͔͗̆͗ **Ą̴̘́̃̍Ṱ̴̛̘̐͝L̴̬̯̐͌̕A̸̰̪̓͒̌S̷̤̪̲̉̆͌ ̵̖̦̐͘͝Ĩ̵̛͔̲̬̚S̷͎̖̖̈͐̓ ̶̞̠̩̃I̵͖͎͈̕N̶̞̳̉́͝F̷̗̕̕Ả̴͍͖̼̅̚L̶̥̖͙̉̂̊L̶͇͉̪̋͌͠I̷̧̳̎̎B̴̙̏͗͑L̸͖͐̑͛E̶̲̤͕̅̾̋.̷̟̅**

̷̬̓ **A̴͍̽͑T̷̞̈́͜͝L̷̮̤̺̋̋A̴̘̝̟͂S̴̻̓ ̸̰͕̈́̌I̶̟̣̺̽͊͑S̷̡͚̤͛̉͠ ̵̘̝̤̌T̵̪́̈̿Ȓ̴̢͝Ȗ̴̠̫͓̐T̸̘̉Ḩ̸̝̋.̸͎̖͇͒́̾**

̷̲̙̈́͝ **A̷͇̜̿ͅT̸̺̫͍͂̋L̸̢̗̽́͗A̸͍̚S̴̳̪̥̽ ̷̡͈̇̏I̶̭͋̈́̕S̴͉̺̄͗͂ ̷̨͒͋J̸̦̤̙̿Ù̴̢̥̪̈́̚Ş̴̢̬̑̐T̸̀͗́͜I̴̺̩̤̿C̵̜̞̥̏Ȩ̸̻̈̓.̵͉̽̔**

 **Á̶̲̆ͅT̸̜̦͊ͅL̸͎͔͐͘Ã̵͙̤͒̄ͅS̸̯̙͖̾ ̴̙̯̼̎̊̈́Ĭ̵̮̹S̷̖͂ ̴̧͕͇̈̽L̵̨̒͠A̴̭̘͋̈̔͜W̸̧̺͔͌̌͋F̵̹͖͍͋Ų̶̥̅Ļ̴͚̎̀N̴̤̥͎̋̅E̶̦̬͑Ṣ̵͇͆͠S̶̜̽͑.̷̧̭̕**

̵̗̠̒ **Á̷̫̊̚T̸̢͔̼͐̒̃L̴̹̻̅̈́À̶̢̬̂̄ͅS̸̥̳̓̈́ ̷̟͙̽̉͑ͅḮ̶̳̖̥̋S̷̙͚̹͝ ̵̥͙̌̄E̶̺̖͐̇T̴̰̅͑Ė̴͓R̴̨̜̕N̵̯̈́̃͠A̷̝̓L̶̥̻͙̆̔̔.̷̣̊**

̴͉̑ **A̸͓̟̖̐̋͝T̸͈̩͚̈L̴̹͆̉͛A̷̩͙̐̈͠S̸̙͛ ̴͖͛̓͘Į̷̛̖̈́̓S̸̖͍͆ ̴͔̪̿̉ͅA̵͔͚̔̕L̵͕̠̹͝W̸̲̌̃̚A̸̟̣͛͠Y̶̝̺̼̾̈́͊S̷͉͇͖̿͊ ̸͖̹̭́W̶̻͊͒͐A̵̲͌͂̕ͅT̵̟͍̍̇C̶̨̩͕̅̓̀H̶̬̅͠Į̶̒̽̚Ň̶̙̜̌G̴̻̟̹͆̀̆.̶̭̦͗͑̓**

XXXXXXX

"Congratulations, everyone." Arthur said flatly. "We are now prisoners."

Weiss winced, but could not disagree with his brutal statement. The nations, Huntsmen, and Huntresses sprawled around the living room of their new 'accommodations'; a spacious dorm separate from the rest of the wing in the military's barracks. Not Atlas Academy, where they would be among Huntsmen and Huntresses their age. The _military barracks_. It kept them from having to live with Atlas soldiers, and conveniently kept them in a containable place that they could not logically leave or complain about without causing trouble.

Weiss sat at the window, watching people walk by 'outside'. It wasn't outdoors, of course, but out in the 'streets' of Atlas. The city was big enough for everything from cars to manmade parks to be placed inside the artificially-warmed city, allowing the fine people of Atlas to walk about like the people of Vale during summer.

Everyone except the travelers, that is. For the past week, they were _politely_ encouraged to rest by the soldiers that just 'happened' to be outside their door. Sterlyn was the sole exception. The pilot had somehow managed to stay with his ship. He hated being grounded— that much was obvious— but he promised to keep in contact daily, parting with a quiet vow he'd let them know if he had to leave.

"I have a feeling I'm in this for the long haul." He'd admitted before his departure from their little group. "And I know I have a better chance with you than without."

Weiss wondered what that 'chance' referred to— Getting money? Escaping Atlas if the need arose? _Surviving?_ — but had not dared to ask.

Weiss observed a man with a mustache talk to one of the soldiers patrolling outside. There was nothing particularly unique about him, but Weiss found her attention drawn to him all the same. Probably out of boredom, since she was critiquing his outfit of all things.

Her current target was a tall, middle-aged man with a lithe build and slightly tanned skin. He wore a gray overcoat with yellow linings, a yellow dress shirt and a black necktie. His pants were the same color as his overcoat and his yellow-buttoned undercoat and finger-less gloves matched his cordovan shoes, so she had to give him ten out of ten for coordination. She had him pegged as a teacher or scientist, not a fighter. After all her people-watching while she was stuck in Atlas before she had become quite good at guessing people's jobs.

And now she was back doing that again like she had never escaped. Weiss grimaced. All that work to get out of Atlas and here she was, back again and arguably worse off than before. No, not _worse_ off. Nothing could be worse than the house arrest her father tried to put her under. She was relieved Ironwood had not sent her back to her father. Then again, he had threatened to if she stepped out of line. Or maybe he did not. It was difficult to say.

"We're not prisoners—" Ruby began.

"How long until we break out?" Yang interrupted casually.

Nora perked up and opened her mouth.

"As much as I'd love to, we're not picking a fight with Atlas forces. Yet." Qrow interjected before the orange-haired girl got any ideas that likely involved leg-breaking. "Starting tomorrow, we'll ignore their bullshit and just walk past them. Unless they want to actually declare us prisoners under house arrest, they can't keep us here. As long as we follow the rules and don't cause trouble, we can search the city for the nations no problem."

"You're going to help us find Alfred and the others?" Matthew asked slowly, as if he could hardly believe his own words.

"Of course!" Ruby said.

"The Relic mission is on hold. Since Jimmy is dragging his heels, we can't do anything about it until Atlas gets here." Qrow said. "Might as well help you out."

Matthew's eyes softened the slightest bit. "Thank you."

Weiss felt some of her tension ease. Apparently Matthew could forgive Qrow for his part in Alfred and Vale's situation. She could only hope others could follow his example not to hold grudges that would interfere with their mission. She glanced between Yang— who sat with Ruby on one side of the room— and Blake— who huddled in a corner with a book by herself— and hid a cringe.

"Very well." Arthur added, his expression no less stern. "We should make a plan to search the city and gather information _subtly_. If Alfred, Francis, Jett, and Lovino are being kept here, we do not want to scare their captors into fleeing with them."

"They might not be able to go anywhere." Pyrrha pointed out, nodding to the ever-present blue shield.

"It depends on who has them." Kiku retorted solemnly. "And how 'official' they are."

"Do you really think Ironwood doesn't know anything?" Jaune asked.

Oscar's eyes flashed gold. "I'd like to think James is telling the truth." Ozpin said. "But after everything he has done, I cannot dismiss the idea he is lying."

"Wonderful. This should be fun." Yang said sarcastically. She propped her chin on her hand. " _Soooooo_ how long until we break out?"

Qrow rolled his eyes. " _Tomorrow_ we walk out. Rest up. This is going to be a long mission." His gaze landed on Blake and Sun and he grimaced. "Especially for you. Atlas doesn't like Faunus."

Both Blake and Weiss winced. Sun shrugged, unbothered.

"I know." Blake said, cat ears twitching. "But I'm done hiding."

Yang scoffed.

Qrow shook his head. "Teenagers." He muttered under his breath, but Weiss and probably said 'teenagers' heard him. He stood and headed towards the door. He halted before he touched the knob, grimacing. "…can't even go get a drink." They watched him enter the kitchen.

"Okay." Ruby said brightly. "So, Weiss. What do we need to know?"

Weiss picked up the Scroll she'd been given and pulled up a public map of Atlas. It only showed what the military wanted the public to see, but it would have to do for now. She laid it on the table, swiping the screen so it became a large, holographic image.

"We're in the military barracks." She said, pointing at them. "The Academy is here—" She tapped the map. "— residential areas here—" Again, she tapped. "—and R&D is over here." She touched a series of buildings near the barracks.

"Could Alfred be there?" Pyrrha asked.

Weiss shook her head. "Doubtful. These are official research and development facilities. Some are even open for tourism."

"What's this place? It's almost as big as the Academy." Feliciano asked, pointing at the largest building in the residential area.

Weiss's lips pinched. "…The Schnee Mansion."

Feliciano balked, jaw dropping with horror. "Oh no. I'm sorry! I'll go make pasta to apologize."

"You don't—" Weiss began.

He ran into the kitchen.

"Don't bother. He'll use any excuse to cook." Arthur said vaguely.

"I'm not complaining." Kiku admitted. "His pasta is very good."

"If they don't have all the ingredients we might have to worry about him antagonizing the soldiers." Ivan giggled.

"What do you mean?" Blake asked warily.

"Ita— Feliciano takes pasta very seriously." Matthew said. "Though those ingredients shouldn't be hard to find. It's the sauce that might—"

A furious shriek came from the kitchen. "They don't have _tomatoes_!"

"There it is." Matthew said with a sigh.

Kiku rose. "I will talk to him. I'd rather not fight yet." He hurried into the kitchen.

"Hey, Weiss." Jaune said, bringing her attention back to the map. "What's this?"

He pointed to the tall, imposing towers close to the edge of the city.

"That's the factory where they build the Atlesian Knights, Paladins, and other robots." Weiss revealed. "We won't be able to go there. They used to be open for touring but after Beacon they're… not." She finished lamely. She cleared her throat. "And before you ask, no. They won't be there. It's also on the record."

"The Atlesian Knights are built there?" Matthew asked nervously.

"They've been improved." Weiss hurried to reassure him. "They cannot be hacked anymore."

"I hope you're right." Matthew murmured, eyes glazed.

"Who created those wretched things?" Arthur growled. "They turned against the people easily."

"It was Doctor Po—" Weiss froze, glancing awkwardly at Pyrrha. When the others looked to her expectantly, she bit her lip, avoiding the champion's eyes. "…Doctor Polendina."

"…Oh." Pyrrha said faintly.

"Penny's dad?" Ruby whispered.

Pyrrha flinched.

"Penny's _creator_." Weiss corrected. "I don't know if he cared for her."

Ruby's face fell.

"I mean, I'm certain he did care." Weiss amended helplessly.

"I don't know about that. Some parents couldn't care less about their kids." Yang muttered, eyes red.

"Could this 'Doctor Polendina' be a problem?" Arthur interjected.

"I doubt it." Weiss said. "He keeps to himself. People say he prefers the company of robots to humans. He lives here—" She brought up a new map that showed the area around the city and prodded a large, isolated mansion almost a hundred miles away from Atlas's borders. "— and rarely comes out. He never goes to parties. The rich people of society think he's a shut in." She scowled. "Considering the types of people at those parties, I can't say I blame him."

Yang grinned, turning to Matthew. "Did Weiss tell you about the charity party?"

Matthew blinked. "No."

Yang's grin widened. "Some trophy wife insulted Beacon and implied we deserved what happened—"

"Don't." Weiss groaned.

"—so Weiss defended our honor and insulted all the people there. She even summoned a Boarbatusk with her Semblance and scared the lady shitless!"

Pyrrha snorted. She covered her mouth. "I'm sorry! I shouldn't laugh."

"Did the mean lady apologize?" Ivan asked.

Weiss's cheeks reddened. "…Amidst the shrieking, yes."

The large man cackled. "Well done, little snowflake. Show her she's wrong."

Her other friends cheered her on and Weiss's embarrassment faded. She smiled, giving more details and describing the partygoers reactions more fully. She did not tell them that was why she lost her inheritance, but when she thought back on it, there was no accompanying twinge of pain. She had not done wrong. She had done and said what she believed was right, and her father had taken her inheritance unjustly.

She would get it back someday, and bring back the honor and pride of the Schnee name. Maybe not now, maybe not for many years, but she would do it. She wasn't giving up her goal. And if she tried, her friends wouldn't let her. So although she sat in her new residence in Atlas, she was far from imprisoned. This time, she had her friends and family at her side.

Together, they would save the world, and maybe change it along the way.

XXXXXXX

Somehow, America's mansion had become the headquarters of the Anti-Grimm Taskforce— name still pending. As Lithuania walked through familiar halls, he could not help but feel the place was empty despite all the nations inside it. Perhaps it was the absence of America that made the place feel so silent and cold.

Lithuania sighed and wandered to the door that led to the back yard, a bucket of grains in his hands. He supposed it might be a good thing he could stay here, considering he and Tony were taking turns caring for Uni, Whale, and the others. Lithuania could not see the unicorn, but Tony said she was back here so he might as well give her some food for when she wanted it. The nation pushed the backdoor open and paused in the doorway, surprised to see someone already there.

"Norway?"

The nation sat on in the grass in the middle of the yard, hand stroking the air absently. He looked up at his name and nodded distantly to Lithuania. "Hello. I'm merely sitting with Uni. She's lonely."

Lithuania walked over and set the bucket near Norway's leg, breathing a sigh of relief when he did not accidentally hit Uni. She was usually very even-tempered, but although Lithuania could not see her, he _could_ feel her teeth grab and pull his hair if he accidentally smacked her too many times. A soft nose nudged his shoulder and he raised his hand hesitantly. Norway grasped his fingers and guided them to Uni's mane. Lithuania petted her, smiling, and watched the amount of grain in the bucket gradually decrease.

"I'm sorry I can't really keep you company," he murmured to her.

Her nose nudged the side of his head before vanishing.

"She says it's okay." Norway informed him. His distant eyes softened. "She misses America."

Lithuania carefully raised his arms, encasing the warm air and feeling a soft, glossy coat. "He'll be back soon." He promised her.

Warm breath tickled his ear and he swore he heard something. He patted what might be her side and released her, feeling slightly awkward. He knew Uni existed, but no matter how hard he tried he could not see her. It made for some strange interactions, especially in the months America was missing.

 _I hope he's alright…_

"Hey, Lithuania!"

The peaceful setting vanished when Denmark strode into the backyard, grinning from ear to ear. He hurried up to Lithuania, nodding at Norway before slinging an arm around the brown-haired nation's shoulders.

"A bunch of us are going to get some drinks to finally celebrate our victory in Bazine! Want to come? Everyone's going."

"Everyone?" Lithuania questioned.

Denmark thought about it. "Well, not _everyone_. Just everyone except Austria, Switzerland, Lichtenstein, and Romania. And I already know Nor is coming." He winked at Norway, who looked most definitively unimpressed by his fellow Nordic's enthusiasm.

Lithuania was surprised by some of those names but nodded hesitantly. "Sure. I'll go."

"Excellent!" Denmark cheered. "If you're done talking to invisible horses we'll be on our— Argh!"

Something yanked on the back of his shirt, pulling his collar towards his neck and choking him. Norway's lips twitched in amusement and Lithuania hid a laugh with a cough.

"Uni doesn't appreciate being called an 'invisible horse'."

"I noticed." Denmark wheezed. "Let go of me you cursed creature."

He flailed at the air, failing to hit anything. Lithuania saw the grain start disappearing again, some distance away from where Denmark was fighting empty air. He did not mention it to the nation, shaking his head.

"We should probably get going. It takes a while to reach any bar from here."

"You know that from experience?" Denmark teased.

Said teasing went straight over Lithuania's head. "No."

Denmark chuckled. "You're a funny guy. Let's go."

The drive to the bar was very… interesting. The nations all crammed into a van and went on their merry way, with enough talking, joking, teasing and arguing to make the unaware think they were already drunk. Lithuania quickly realized that he would likely be the designated driver on the way home but did not mind. The setting was very different than the one in meetings. It was much more relaxed and friendly. He had to wonder if fighting demonic monsters counted as a bonding experience.

Halfway through the trip, Finland gave a horrified cry. "I can't find my phone!"

"Did you leave it back in the mansion?" Norway asked.

"We are _not_ driving all the way back." China growled. He was ignored.

"I don't think so." Finland said to Norway, slumping in his seat. "I don't remember packing it. I'm supposed to call my boss later."

"You can use mine." Lithuania offered instinctively.

"Or mine." Korea interjected.

"Or mine." Prussia added, perhaps trying to one-up the others.

They were rewarded with a blinding grin. "Really? Thank you!"

Lithuania nodded and turned back to the road. That little drama having passed, the trip continued in chatter-filled chaos. It was only when they reached the bar that Lithuania remembered they were in the United States and his ID said he was nineteen. Luckily he recalled it _before_ he exited the vehicle to approach the establishment. That would have been fun to explain. Poland soon realized he had the same problem.

"This is bogus." He complained.

Even Germany— whose ID said he was twenty— grimaced.

"In hindsight, the bar is a bad idea." Finland mentioned. "Half of us can't even drink here." He froze, eyes going wide. " _I_ can't drink here."

Prussia stared at them from the driver's seat, red eyes burning with outrage. "I did not drive all the way out here with no way to get a drink."

"How about we go to a restaurant instead?" Korea offered. "We can all go in and you can go to the bar or order drinks at the table."

"Good idea." Spain said.

They drove to a restaurant and got a large table in the back room meant for such large parties. Prussia, Spain, and the other of-age nations got drinks and returned, with those who could normally drink in their own countries staring moodily at the beers. Germany looked particularly distraught, and Lithuania wondered if he might demand his ID be changed over this.

He felt a little awkward being in such a large, loud group, but the staff took them in stride, quickly giving them their food— though one waitress _did_ give Prussia a polite reminder that no, his brother could _not_ drink on this establishment so he'd better not try to give him one of his beers. Prussia claimed he had no such intention and sharing beer was a travesty. The woman did not press him after that.

The nations dug into their food, with some muttering about 'copycat American cuisine' even though they were eating it happily enough. Again, Lithuania was struck by how different it still felt in this setting. Perhaps it was the quaint restaurant, the mixture of different cuisines on the table, or simply the fact that the nations were hanging out in a large group without being required to. Either way, his sense of loneliness began to fade, and even Prussia's obnoxious laugh failed to grate at him.

"Hey, Tolys?" Lithuania looked at Spain, who smiled and winked at him. "I don't think I ever thanked you for saving me during the fight. So thank you."

"You're the hero of the hour." Poland added.

"I agree. You were the most awesome out of this useless lot." Prussia proclaimed.

"You take that back!" Denmark demanded.

The two devolved into an argument, but even that had a teasing softness to it. Soon it somehow transformed into a debate on which beer was better, with a despondent Finland chiming in from time to time. As cheerful chatter and boisterous laughter sounded around him, Lithuania found himself smiling, his lingering loneliness and tension draining away.

Trust the presence of monsters and the possible apocalypse to bring them all together. But, he supposed, that was just the way Earth was. He wouldn't have it any other way.

XXXXXXX

America kept his head down, refusing to look up as the soldier finished carving 'SACRIFICE' into his back once more. He had lost count of how many times the man had shown up, but by now he knew there was only one reason he ever came: to make sure his 'message' stuck. He never did anything else, only slicing up America's shoulders until he was satisfied and departing. Sometimes he'd taunt America, or touch and grab him suddenly to frighten him, and although it was all expected, America could not grow numb to it.

He knew that was the latest plan. Bend him until he cracked. He could take the damage and Polendina knew it. The predictability of it all only made it worse. America had thought the soldier would bring some variety to his sadism, but he supposed knowing the torment made it even more unbearable. He knew _exactly_ what the soldier's presence meant each time but he could do nothing to stop it.

It did not help that the soldier took some sick pleasure from getting into his victim's personal space in a way that would be considered harassment at best. America was just glad the guy only seemed focused on spilling his blood and terrifying him. He prayed that wouldn't change.

Despite his mental vows to remain strong after each session, the whole ordeal was starting to get to him. He was beginning to consider activating Not-Penny just to get it over with. But then Polendina would give America to his 'allies' and who knew what he would do with France, Australia, and Romano.

 _Once he finds out I can't bring Penny's Aura back, it'll only get worse. If I can't handle this, how will I resist doing what his 'friend' wants from me?_

America's breath hitched, the sound muffled by the gag, and droplets of red fell onto the metal table below him. The soldier laughed at his pain and he bowed his head, trying and failing to hide the pain on his face. He'd take isolation and starving over this any day.

 _Stay strong_ , the voice soothed him. _It's going to be okay._

America must be in a _really_ bad place if the cynical voice was comforting him.

The soldier yanked out the knife and wiped it on America's pants, which were colored with more red than tan now. He departed with a final taunt, leaving America bleeding on the table.

Alone once more, America finally let himself sob openly. There wasn't a point in holding in his emotions when he was by himself. Polendina was probably watching him through the cameras, but if he saw the nation cry, America viciously hoped he felt bad for causing it. That was a futile desire. It was obvious the man only cared about resurrecting his daughter. At least no one came in to mock him as his tears flowed and eventually dried. He set his head on the table, apathetic to how he laid over Not-Penny's legs.

 _Alfred_ , the voice said. _You need to check your back._

 _It hurts_ , he told her.

 _I know_ , the voice said shakily.

 _Do you feel it?_ He asked hazily.

 _No,_ she replied.

America slowly comprehended that he was having a conversation with a voice in his head again and giggled hysterically. It was true the voice was a lot more talkative and less bitter ever since this whole torture thing started, but she was not a separate entity from him. She was just his thoughts reflected back so he could try to comfort himself since he was _all alone._

 _Alfred_ , He swore the voice was sad. _Your back._

He forced himself to look.

 **SACRIFICE**

The letters were their usual dark red, stretching from shoulder to shoulder and nearly down past the bottom of his shoulder blades. America laid back on the table, barely feeling Not-Penny's shins beneath him.

 _It's the same._

The voice was silent. For a moment America feared she abandoned him too. Soothing warmth brushed his mind, reminding him of a kind hand brushing through his hair.

 _Alfred, you can't go on like this,_ the voice said softly.

 _What am I supposed to do?_ He asked, and even his thoughts seemed to crack like breaking glass.

 _I don't know,_ she said. _Maybe I can…_ There was a beat of silence. Then America heard a frustrated grunt. _Nothing. I'm sorry._

 _Don't apologize,_ America thought hazily. _You're just a figment of my imagination._

There was another pause.

Then the voice spoke. _You know that's not true, Alfred._

America swallowed. _Yes it is_.

 _I'm sorry_ , she murmured, voice growing clearer. _But you know that's a lie. You_ _ **know**_ _who I am—_

 _Don't_ , America pleaded, wishing he could cover his ears like a child and block her voice out.

 _You know what I am—_

 _Stop it._

— _and you know why I'm here._

 _Please stop!_

— _So_ _ **stop**_ _deluding yourself, America!_ The voice shouted.

 _ **Shut up**_ _,_ _ **VALE**_ _!_ America snapped.

He froze, the pain in his back completely forgotten. Comprehension dawned with a feeling comparable to water closing over his head, cutting off his air and leaving him helpless as he sank into oblivion.

The voice _wasn't_ a figment of his imagination.

He should have guessed that when he first held full conversations with her.

In fact, he probably should have guessed that when he first identified the voice as _female_.

 _Vale?_ America thought shakily.

He felt something stir in his mind.

" _Hello, America."_ Vale said.

America screamed.

The lights flickered, blacking out and plunging the room into darkness. In the distance, alarms sounded, followed by the pounding of approaching feet. The door burst open, but America did notice, too busy screaming as he clutched at his head. He also failed to notice the soldier storm in, and was ignorant to even the drug as it injected its paralyzing poison into his veins. Instead he kept screaming around the gag as the lights above him went haywire, and eventually the soldier grabbed him and smashed his forehead into the table, mercifully knocking him out.

XXXXXXX

America woke up some time later and immediately wished he had not. His entire body ached, from his head to his shoulders to his legs and arms. Once he struggled past the haze of pain, he noticed he was laying on his side in an almost fetal position, back curled and neck cricked from leaning his head against something hard.

He forced his eyes open and saw he was laying on a tile floor in a bathroom. It was not his usual bathroom; the one connected to his cell. Instead this one had a toilet, sink, and shower off to one side, the latter of which even included a curtain for privacy. Not that his captors had not seen everything before.

Contemplating the cold tile against his flesh, America slowly registered that he was naked. The bloody pants were gone as was his ripped shirt and remaining shoe. The manacles, gag, and collar were still in place. America was too tired to react with anything more than dazed befuddlement, which cleared upon spotting the new set of clothes sitting on the toilet cover, with his glasses balanced on the edge of the sink.

He shakily stood up, crying out as pain lanced through his body from his feet up to his spine. His leg muscles wailed in protest over having to carry his weight once more. Every second he stood caused a bolt of agony to lance through him so he hunched over the sink, gripping the metal tightly as his limbs quivered from shock and strain.

A glance behind him showed droplets of blood near where he'd been laying on the floor, and the trail followed him to his current position. He forced his gaze away. Once he gained his balance, he hobbled to the toilet and picked up the note on top of the pile of clothes.

 _Take the time to clean yourself and clear your head. I'd hate to break your mind like this. I need you coherent._

– _Dr. P_

America dropped the note onto the floor, unsure whether he wanted to laugh, cry, or scream. The bastard let a soldier carve him up every few hours and left him unconscious on the bathroom floor yet still expected America to see him as some sort of benign and reluctant captor? America punched the metal sink, too weak to do more than make the manacles rattle. He eventually gave up on showing his anger and wasting energy and stumbled into the shower, turning it on.

The cold water was a bit of a shock, but it cleansed his skin well enough. Allowed the most privacy he could get in this place, America finally allowed himself to acknowledge what had happened before he was knocked out.

… _Vale?_

" _Alfred."_ Amber replied instantly.

As much as he tried to deny it, he knew it was her. He recognized her voice and presence not only from his few flashbacks of her life, but also when she tried to destroy his soul.

Vale winced, emitting a sense of regret. _"I truly am sorry about that."_

The reality of his situation slowly struck America then. His mind went blank and he sank to the floor of the shower, unaware of the water pouring over his skin as he gripped his head. _**What is this?!**_

" _Breathe. Please don't fall unconscious again."_ Vale begged him.

America faintly noticed the black spots creeping into his sight. He forced himself to inhale and exhale somewhat normally, staring unseeingly at the tiled wall of the shower.

 _Are you really Vale?_ He forced himself to ask.

" _Yes."_ She said firmly.

 _How are you here?_ He demanded.

" _I never died, Alfred. I became one with you when we merged."_

America repressed a shudder. _Why are you…_ _ **conscious**_ _now?_

" _I'm not sure. All I know is our minds split when you recovered all your memories at once."_ Amber supplied. _"We are still…_ _ **merged**_ _as one through our souls, but we are now two minds again."_

America might understand why. He and Vale were two separate people, so when he regained himself and became America again, she did the same. He was slightly relieved he had not gained a second personality from the incompatible differences between himself and his amnesiac self. That did not make the realization that he had _another soul in his head_ any less terrifying.

 _Why didn't you say anything earlier?_

" _At first I was in a daze. I felt… fragmented. I was more_ _ **emotions**_ _than cognitive thought and I couldn't pull myself together. I believe it was… shock, almost. It was only when you spent hours of isolated silence in this cell that I regained my true sense of self. After that, I did not tell you because you would have thought you'd gone crazy or gained a split personality from the shock of regaining your memories so quickly."_ Vale said flatly. She paused. _"And I was a bit angry at_ _ **everything**_ _."_ Her voice became a low growl, deep and harsh, and America was briefly reminded of a feral tiger that found itself caged.

Despite that dangerous aura, he winced, feeling a jab of sympathy for the body-less, tormented nation. _So when I felt like someone was there in the cell with me…?_

" _That was me. I apologize for making you paranoid."_

 _I was already paranoid._

" _I've hurt you a lot. I tried to take your hope. I'm sorry."_ Amber said abruptly.

 _Hey, if I woke up stuck in someone else's brain and couldn't do anything about it, I'd be grumpy too,_ America thought cheerfully. A pit opened in his gut. _You…_ _ **can't**_ _do anything about it, right?_

Vale sensed what he really was asking. _"I cannot control your body or Semblances, no. And I can't…_ _ **reenact**_ _our last meeting."_

— _Vale's Aura surrounded America, crushed him, drove its tendril-like essence into him, attacking attacking_ _ **attacking**_ _in an attempt to smother the personification of the United States of America. It would retreat— giving him hope for a chance to breathe— but it rushed right back, stabbing and breaking and ripping through him as it tore him apart from the inside._

 _America could be screaming. He could be begging. He could be laughing madly as his sanity crumbled and his soul was crushed to glittering shards. Vale had no mercy for its new host, determined to squash any resistance that could threaten it. It did not understand that he had no intention of absorbing it, the thought never even crossing his mind, only brutalizing and torturing him in the hopes that it would be the sole survivor_ _ **—**_

America shivered and shoved the painful memory away. _You can't pull some demonic possession on me or take over by force? You swear?_

" _I swear upon the Gods and Relics."_ Amber vowed. _"And…"_ America felt a sense of sorrow that was not his own. _"I cannot take control at all."_

 _You've tried,_ America realized.

" _I'm sorry."_ Vale apologized.

 _I don't blame you._ America reassured her, more than a little surprised that was the truth. Or maybe he was too numb to panic more. _You didn't want any of this._ _You were comatose the entire time. You were just another pawn in Atlas and Salem's game._

Vale said nothing.

A thought struck America. _Do you have any of Cinder's memories?_

" _No."_ Amber said stonily.

 _Ah._ America let the subject go. _Can you see all my thoughts?_

" _No. Only when you are speaking to me or when your emotions are strong. It's more like a sense of what you are thinking than words most of the time. I can see through your eyes, though. Most of the time."_

America nodded slowly, leaning his head back and letting the water fall over his face. His body still stung, and splotches of red dripped down into the water, turning it pink. He still felt dirty and gross so he picked up the bar of soap, ignoring the chill in the water as he scrubbed the remaining blood from his skin. Some of his movements caused sensitive skin to pull and he grimaced, wincing as twinges of pain flared up at seemingly random.

 _So what now?_

" _I honestly have no ideas."_ Vale said. _"But we can't do what Polendina wants."_

 _He won't let us go even if we do._

" _So we must escape."_

 _You know why we can't._

" _Use the robot girl—"_

 _I_ _ **can't**_ _._

Vale huffed. _"Fine. But you know no one is coming for you."_

 _My brothers are coming,_ America shot back with certainty _._

She scoffed _. "You mean that ones who tried to kill you?"_

 _They weren't trying to kill me. We were at war—_

" _Nice excuse. They said that too, like it's a justifiable reason. What is_ _ **wrong**_ _with you Earth nations?"_

— _and that was years ago. Jeez, I thought you were the_ _ **optimistic**_ _Kingdom._

Vale sneered. _"I haven't been that optimistic in years. You should know why better than anyone."_

America took a breath and made his voice gentler. _Mistral, Roman, and Mercury betrayed me too. But my brothers and the others aren't like that. They'll come._

Vale did not respond.

America closed his eyes, leaning against the shower wall. The cold water was starting to make his abused muscles ache and he knew if he did not get out soon, the soldiers would come in and make him. He turned off the water and stepped out, realizing there was no towel. He shook his head and put on his glasses, considering his manacles.

 _How the heck am I supposed to get my clothes over these?_

" _You're probably not."_ Amber informed him.

America winced, eyeing the closed door unhappily. _Great._

" _You'll be okay,"_ Vale soothed him.

 _Sure._ America swallowed roughly. _I really hope you're real, Amber_.

" _I am."_ Vale said firmly.

America believed her. Kinda. Maybe.

The door opened and the soldier who tormented him came in with another one America did not recognize. He was too tired to do more than stare at them dully.

"Don't think about trying anything or we'll drug you." The unfamiliar soldier told him.

America had no intention of fighting. He couldn't stop them. The sadistic soldier would not cut him up here. America just cleaned off all the blood and Polendina might get annoyed. The soldier would not want to risk the doctor stopping his fun. The unfamiliar soldier made to approach but the sadistic soldier caught his fellow guard's arm.

"Wait." He glanced at America, a grin playing at his lips, and the nation dropped his gaze, bracing himself. "He got you fired, right? Don't you want a little payback?"

The unfamiliar soldier paused and hazel eyes drifted to America almost unwillingly. The nation stared back blankly, unable to muster the will to adopt any type of expression.

"Polendina won't mind." the sadistic soldier coaxed the other. "In fact, he encourages it." He glared at America, but a cruel grin danced at his lips. "This _bastard_ ruined your life after all."

"He did." the other soldier agreed softly.

He swung and his fist connected with America's jaw. Rather than plant his feet and keep his footing, America let the blow knock him to the ground. The unfamiliar soldier loomed over him, and his fist quivered with suppressed rage.

"I did everything I was ordered to." the unfamiliar soldier said, and his level, icy tone was almost worse than a shout. "I was a _good_ soldier. I followed every order. I gave _everything_ for my Kingdom. I put Atlas over family, relationships, friends, _myself_. But I was dishonorably discharged because you _escaped_."

He kicked America in the throat and the nation choked, struggling to catch his breath. The unfamiliar soldier grabbed his hair and smashed his face into the metal sink. America did not bother trying to raise his Aura and felt his nose crunch. Blood dribbled down over his upper lip and he heard the sadistic soldier laughing. In his head, Vale screamed curses at the soldiers, and America might appreciate her shouts if they were not giving him a splitting headache. Soon though, her ire turned on him.

" _Why aren't you fighting back?"_ she demanded.

 _They'll paralyze me as soon as I try. There's no point,_ America informed her dully.

The sadly-now-recognizable soldier pushed him to the floor and his head glanced off the sink as he went down. He slumped against it, blood dripping from his hairline. The new soldier kicked him in the ribs and he curled up, pulling his legs close to his chest and ducking his head as he turned away. He immediately regretted his decision when the next blow hit the wounds on his shoulders, splitting them open. America bit the gag and clenched his hands into fists, focusing on the pain from his nails biting his flesh instead of the fire across his back.

Dissatisfied with the prisoner's lack of response, the soldier growled and grabbed him by the hair. He dragged America back to the shower, shoving him down onto the ceramic, and then turned on the icy water. America shivered as it struck his skin like needles, and got onto his hands and knees, watching more red trickle down the drain. He made to rise only for a hand to land on his shoulder, squeezing it as it pushed him back to the floor.

"I like you better down there on your knees" The sadistic soldier mocked him.

The hand slid to between his shoulder blades, pressing down on his wounds and keeping his head bowed. A distant part of America snarled in fury but it was too faint and he was too tired to attempt to act on it. His nose slowly healed and the last of the blood drained away again. The new soldier grabbed his arm, yanking him into a standing position and out of the tub.

The soldier's gun settled against his temple and he did not flinch, staring at nothing. As the sadistic soldier stopped in front of him and unlocked the manacles—leaving the gag on— America remained still and almost relaxed in posture, even as the man made sure to drag his hands over the nation's skin as he pulled the chains away.

Under their watchful eyes, he got dressed into clean clothes, noting the lack of shoes and socks with the new outfit. He grimaced mentally, already feeling the coldness of the floor on his soles. As soon as he slipped on his shirt, he felt the prick of the needle. America slumped to the floor, not the slightest bit surprised.

The soldiers grabbed him roughly and locked the manacles back in place before blindfolding him. He was lifted by his shoulders and legs, only for the hands grasping his ankles to immediately release him. America's feet fell back to the ground, forcing the other soldier's grip to tighten on his shoulders, and fingers dug into the scars on his back. If America could, he would have screamed. The drug made it so he could not even flinch.

"Careful!" the soldier holding his shoulders said, more irritated with the additional weight than America's pain.

"Sorry, my hands slipped." The soldier who scarred him claimed.

They all knew it was a lie. Hands locked around America ankles and lifted them off the floor. Deciding it would be best to mentally check out now while he could, America sank into his mind, ignoring them completely.

At least now he had someone to talk to.

 **XXXXXXX**

 **A/N:** **Why yes, this is an update. Why** _ **yes**_ **, I am doing Monday and Friday updates again. :) You know how I get, haha.**

 **And now an Author's note to kill the mood: You know what's funny? I planned on having the on-Earth characters go to a bar but I looked up their ages and many of them can't drink in America, including** _ **Germany**_ **. It's hilarious! It's all like** _ **you**_ **can't drink and** _ **you**_ **can't drink and** _ **you**_ **can't drink— Hahahaha!**

 **And yes, I'm using "Tolys". Deal with it. :)**

 **Thanks to everyone who read, reviewed, followed, favorited, etc!**

 **To FlowerFoxWings: Thank you! Huh. I think I've heard of that game? The name sounds familiar. I might have to check a let's play out. Before I do, is it a complete game? Too many fangames have incomplete stories. I like to see an ending, thank you very much. *glances sidelong at Hetaoni***


	8. Ultimatum

**Chapter Eight: Ultimatum**

Ruby… did not like Atlas very much. She felt bad for even thinking it— Actually, no. She _didn't_ feel bad. How could she when everything was just so _fake?_ The park she and a few others were gathering information in was certainly pretty to look at. It was lit by artificial lights that emulated the sun, with brightly-colored emerald trees, a carefully sculpted fountain, and clean white walkways that looked like they were carved from marble.

Ruby had not understood why Qrow had sent her, Weiss, Blake, Sun, and Feliciano here of all places, but slowly came to realize why when people walked up to each other and started conversations with no problem, their usual wariness lowered in such a public area. It was also easy to overheard the rumors whispered between bowed heads as they searched for anything out of place in the Kingdom.

That did not stop the fakeness. There was just something _off_ about the people of Atlas, or at least the ones here. They seemed so… so… _detached_. Did these people even know that the borders were closed and what that really meant for them? It did not seem like it. Ruby had already heard one woman complaining about how the embargo prevented her from getting her special hair product, while another scoffed about the rising prices of Dust. Then there was the lady who had declared Beacon had deserved what it got and Ruby had to stop Weiss from performing 'Boarbatusk Attack: The Sequel' on her.

Due to the controlled temperature of the city, none of them had to change with Weiss as the sole exception. She wore a fashionable scarf over her white hair and a different outfit. Her new combat skirt and top were a soft blue, accompanied by tall matching boots that went up past her knees, nearly meeting the bottom of the skirt. Most importantly, there was no Schnee symbol anywhere in sight on her clothing.

After another hour of learning nothing, Ruby wandered back to her friend. "Hear anything weird yet?"

"Other than the usual gossip, no." Weiss said. "There are no rumors of shady operations, family members on secret missions, or anything like that. Not that it means anything." She sighed, shaking her head. "They're so _oblivious_."

"It's not like the military or Ironwood would tell them stuff." Ruby pointed out.

"That's not what I meant." Weiss groused. "They either act like the closed borders won't affect them and Beacon never happened, or insist Beacon had it coming. It's like they don't understand people's _lives_ are involved. How can they be so cut off from reality?" She scanned the area again and scowled. "Speaking of which…"

Feliciano stood by the fountain, flirting with two giggling women.

Weiss kneaded her forehead, eyebrow twitching. "I'll be back."

She stormed over to the Italian, who froze. Ruby took a moment to lean against a tree, glancing awkwardly at two soldiers patrolling through the park. They did not walk over and say she was breaking any laws so she remained where she was, taking a breather.

"Excuse me?" an accented, lofty voice asked. "Are you alright?"

Ruby opened her eye and focused on the woman in front of her. "Er, I'm fine. Why?"

"I just wanted to make sure you were okay. A child like you shouldn't be out alone, after all." Brown eyes flicked to Ruby's eyepatch and away with the air of someone who was trying their best not to look at something.

Ruby kept her polite smile in place, and her fist away from the woman's face. _Wow, that sounded like Yang._ "Thank you. I'm good."

"Not that it's dangerous of course." The woman continued as if she had not spoken. "Atlas is the safest and most powerful Kingdom in Remnant." She gave a laugh that would probably grate cheese, curdle milk, and cause Grimm to shrivel into ashes.

Ruby resisted the urge to bash her head against the tree.

"Although…" the woman's voice lowered. "You should be careful, sweetie."

Ruby directed her full attention at the woman. Could this finally be—?

"There are Faunus skulking about." The woman warned.

Ruby struggled to keep her smile from becoming a scowl. She followed the woman's gaze and her anger doubled when she saw it was indeed Sun and Blake that she was talking about. A majority of Atlas's citizens gave the Faunus a wide and noticeable berth, quickening their steps so the two could not talk to them without it looking like they were chasing the people down.

Even from a distance, Ruby could see Blake growing visibly frustrated with the natives' obvious prejudice. Her friend's anger ironically quelled her own. They _couldn't_ start a fight here. Not with the possibility that Atlas soldiers were gnawing at the bit to arrest the lot of them. Ironwood may act nice but he had done terrible things before and their safety here was precarious at best. Ruby hoped Blake would remember that.

"I do hope they're not with that White Fang terrorist group. They could be scouting the area for an attack!" The woman continued fretfully. "Oh, _why_ haven't the guards arrested them yet?"

"They're probably doing better things." Ruby muttered.

The woman sniffed. "They could still take the time to throw out the riffraff."

 _Uncle Qrow and Yang will be disappointed if I am arrested,_ Ruby chanted mentally. _They will be disappointed if I am arrested. They will be disappointed and then probably cheer for me and give me congratulatory fist-bumps— My dad will be disappointed if I am arrested._

A shout caught her attention and she reached for her weapon. A hooded figure ran into the park, only making it two steps before he was tackled to the ground by a soldier. Ruby winced as the runner's head smacked into the ground with a resounding _thwack_. The soldiers cuffed the man and hoisted him up, causing his hood to fall back and reveal pink cat ears. Ruby's breath caught in her throat. She frantically sought Blake in the crowd only to see her friend was frozen, staring at the Faunus with her black cat ears flat against her head.

The soldier noticed the observing crowd and raised his hands. "It's alright, everyone. Just a thief."

His hand dove into the Faunus's pocket and he yanked out several expensive-looking necklaces. A few Atlas citizen's scowled at the Faunus, their confusion and shock giving way to disgust. Blake's teeth bared but Ruby saw Sun hold her back, shaking his head and whispering into her ear. The male cat Faunus was led away by the soldiers. Only when they were gone did Sun release Blake, who glared at the ground.

The woman smirked. "Or they could put them in the Transformation Institute with that one."

 _That_ caught Ruby's attention. "The what?"

The woman smiled. "Oh, you haven't heard? The military has opened a new facility for educating criminals and reintegrating them into society. Atlas can only rely on itself now, so we need to become self-sufficient and use all our…" She wrinkled her nose. "…resources. Although I _despise_ the thought of _Faunus_ being allowed into our workforce, someone has to do the grunt work."

Ruby stared at her, mind reeling. On the surface, that sounded like some type of societal improvement program brought on because of Atlas's closed borders. But some of the woman's wording rubbed her the wrong way and chilled her to the core, and not just because she kept insulting Faunus.

"Um. Nice to know." Ruby said awkwardly when she realized the woman was expecting a response. "I… have to go meet with my friend now."

The woman waved goodbye and continued on her walk. Ruby scanned the area for Weiss and saw her speaking with Feliciano in a corner, movements agitated while the Italian shrank before her. Before Ruby could reach her, someone bumped into her left side.

She stumbled slightly and turned her head, watching an elderly man walk by. He did not appear to notice he had run into someone. His steps were unsteady, his head down, and his posture held such misery that Ruby's irritation at his lack of apology soon dwindled. As Ruby observed, the man collapsed onto a park bench and put his head in his hands.

Ruby studied the man closely, her heart squeezing as his shoulders began to shake with obvious sobs. His lab coat was noticeably dirty, and his white hair had tinges of dirt and grey as if he had not bothered to wash it in a couple days. A few walkers looked at him as they went by and wrinkled their noses, hurrying away. Ruby rankled at their lack of compassion and walked over to the man.

"Are you okay, sir?"

The man jumped. He looked up, meeting his green eyes meeting her silver, and they went round. "Ruby Rose?"

Ruby stiffened, stepping back a pace as her hand twitched towards Crescent Rose. "You know me?"

"I… saw you fight during the Vytal Festival Tournament." The man said hesitantly. "My… my daughter was in— at the Festival too." His expression crumpled and Ruby's stomach twisted.

 _Oh Gods his daughter died in the attack on Beacon—_

"We have been separated since then." The man finished.

So she might not be dead like Ruby first assumed. The silver-eyed girl relaxed slightly and sat on the bench beside the guy. "I'm sure she'll be okay."

"I _know_ she is." The man said, voice tremulous but strong. "I have discovered a way to bring her back to me. We will be reunited soon."

Ruby smiled. "I'm happy for you."

The man avoided her gaze. "You are a kind girl." He hesitated. "You are from Vale, correct?" At Ruby's nod, he continued. "Why are you so far from home, in Atlas?"

"I'm looking for a friend of mine." Ruby said.

The man's hands clasped tightly together, bouncing with his knee. "Oh, really? Was she in the Tournament as well?"

"No, _he_ wasn't." Ruby said. She brought up one of the stories she and the other agreed upon if they were asked. "My friend and I were separated during the attack. He said he'd go here. His name's Alfred F. Jones and he has blue eyes and blond hair and—"

The man stiffened. "I'm afraid I haven't seen him." He checked his watch and rose. "Apologies for cutting this conversation short but I'm out of time. I hope that you find him someday."

Ruby blinked but nodded. "Good luck with your—"

The man was already hurrying away.

Ruby stayed on the bench and watched him vanish before shaking her head. "Weird guy." she muttered.

She got up and hurried over to Weiss.

XXXXXXX

 _Ignore them_ , Blake thought. _Just ignore them._

The people of Atlas watched her and Sun. Blake could feel their eyes on her back— and her ears— but forced the appendages to remain straight and not flatten against her head. She wouldn't show her discomfort at their glares. She had as much a right to be here as they did, and if they had a problem with a Faunus walking among them that was on them.

When she had first heard her team was going to Atlas, Blake had considered putting the bow back on. She dismissed the idea immediately. She wouldn't hide her Faunus traits anymore. Blake was past that point in her life, and if she did hide everything she told the Faunus of Menagerie to get them to assist Haven would be a hypocritical lie. She was a Faunus, and the world would have to accept her as a Faunus. If she hid now, she was still the same coward she used to be.

That did not mean attempting to talk to people in Atlas was any easier. Most avoided her and Sun like they carried the plague. Some walked faster, avoided looking at them, and reached into pockets or bags for weapons or pepper spray. Others pulled their children closer to their sides and whispered soft warnings. And still others openly glared at the Faunus as if they hoped their glowers would frighten the two away.

And then there was the incident with the cat Faunus that they witnessed. Blake could not say if the man was actually a thief like the soldiers claimed. But she could not say he was innocent either. It was odd for him to carry jewels like that in his pocket. Was he truly a thief or was he profiled and framed because the soldiers had that power? It was impossible to say.

Either way it was too late to act now, and although a part of her cursed herself for her inaction, she knew acting then would only end badly for her and possibly her friends. She couldn't walk up to the soldiers and demand they release the man. They were _law enforcement_. No citizen, Huntsman, or Huntress could walk up and order them to not arrest people without a lawfully defensible reason. She knew that. Yet her stomach curdled all the same.

Sun seemed oblivious to it all, talking eagerly with anyone who looked slightly approachable. Blake watched him chat with a young couple who actually looked him in the face and not at his tail, bringing up the visitors' story that they were searching for a friend. A man walking his dog slowed down as he passed, obviously listening in.

"Yeah. We said we'd meet him here but he hasn't arrived yet and we're kind of lost. And confused." Sun scratched the side of his head awkwardly. "Is there anything you can tell us to navigate through this place? It's so different than home."

"Well, we have a city-wide curfew at seven." The woman supplied easily enough. "And you should probably avoid the barracks. The military is quite… stern, nowadays. There are a lot of new rules. The curfew, and certain areas are inaccessible to civilians, and I heard they are cracking down on criminal activity in the slums."

Sun nodded easily. "Right."

The woman paused. "Did you… bring any types of games with you?"

"Games? No, not really. Didn't have the space." Sun lied casually. "Why?"

The couple exchanged a loaded glance before turning back to him. "Well, a few of them have been banned recently." the woman mentioned. "Like that… war board game. 'Remnant War', it may be called? Studies found it inspired discourse and acts of violence. They linked it to instances of White Fang attacks and even the attack on Beacon. All copies were confiscated."

Blake bit her tongue. She uncomfortably recalled the board game laying innocently under Yang's bed.

"Really? That's terrible." Sun said, managing to sound less disturbed, less alarmed, _and_ less sarcastic than Blake would have managed.

"Indeed. It's a shame. I used to love that game when I was younger. I never saw anything wrong with it… but it's all for our protection, of course." the woman said hurriedly.

"Of course." Sun echoed smoothly. "Do they still allow tours in the robot factories? My friend and I've always wanted to go to one."

Before the woman could respond, the man with the dog scoffed. "If your friend's anywhere it's probably jail where he belongs, Faunus."

Sun ignored him, never turning from the couple he was talking to.

Blake's ears flattened. " _Excuse_ me?"

The man smirked. "You heard me. If you Faunus aren't in the mines you're either in a cell or in the White Fang. Animals belong in cages after all."

Blake gaped at him, unable to believe the blatant insults coming from the man's mouth. And no one around them objected to it. No one called him out or said he was wrong. In fact, the few who slowed down to watch the confrontation were glaring at Blake, like _she_ was the aggressor. Either that, or they believed she had done something to deserve the man's ire.

Never, in all her years had Blake been the target of such undeserved anger. It was enough to make her instincts scream she was in danger, and as dozens of hostile eyes landed on Blake, she instinctively reached for Gambol Shroud. She dropped her hand away but it was already too late. A few civilians flinched and hurried away, while the man scooped up his dog and held it protectively to his chest.

"You were going to pull a weapon on me. I'm reporting you to the guards!" The man snarled.

"You do that." Blake retorted.

The man stormed off and Blake watched him go, ears flat and teeth bared.

"Thanks for your help, Sir, Madame." Sun said quickly.

He nodded at the couple and walked away, grabbing Blake as he passed. Once they were some distance from the couple, the monkey Faunus turned to Blake and released her, his expression set in a glare.

"You _do_ realize that guy was trying to get an excuse to get us kicked out, right?" Sun said tiredly.

Blake balked. "I—"

Weiss materialized out of the gathering crowd at her shoulder, hand latching onto Blake's bicep. Ruby and Feliciano hurried over soon after. Icy blue eyes flicked around nervously and Weiss's free hand pulled the scarf lower over her forehead.

"We should go." The disguised Schnee said.

Blake glared at her. "I'm not leaving just because—"

Weiss's fingers tightened on her arm. "Blake, this is _not_ the time or place for an inspiring speech about Faunus rights." she said tightly.

Blake followed her gaze and spotted the dog-walking man talking to two guards. He pointed in their direction and the soldiers looked their way. The one leaning against the wall pushed himself into a standing position and reached towards his rifle while the other took handcuffs from his belt.

Ruby gaped at them. "Are they really coming over to arrest you?"

Blake winced. "I think they are."

"Time to go." Sun said, shockingly firm.

They left the park, walking as quickly as they dared. The armored guards did not pursue them, content to let the Faunus leave on their own. Blake pretended she couldn't feel the triumphant stares boring into her back.

XXXXXXX

Pyrrha brushed her hair out of her face, tucking a loose red strand away from her eye. It stubbornly fell back over her forehead and she sighed, brushing it aside again. It appeared her bangs needed to be trimmed but she was not certain where she should get it done. There was a reason she declined from joining a majority of the others in their information-gathering mission, a reason that was similarly given by Yang, though Pyrrha suspected the blonde-haired brawler wanted to avoid a certain teammate as well.

Pyrrha ignored the annoying strand and refocused on the training dummy, striking it a few times with her javelin. Her weapon thwacked against the material, biting into it, but that was its purpose. Again she struck it, flipping her weapon to her other hand with her Semblance and trying a few more strikes. She'd like to work on her dexterity in both hands in case her dominant one was injured. And it was not like she had any other way to contribute since she did not want to cause a scene by going outside.

Pyrrha's blade halted mere millimeters from the dummy's neck and she heard footsteps approach. She lowered her weapon and turned, and a surprised smile stretched across her face.

"Jaune." She greeted. "I thought you went with the others."

The knight walked into the room, scanning it briefly before focusing on her. "I decided to come back last minute. The others can perform recon. I thought we could do something."

"There isn't much to do." Pyrrha admitted, though her chest warmed. "Unless you want to train."

Jaune chuckled, scratching at his cheek awkwardly. "I would, actually." His smile faded. "I told you how I discovered my Semblance. I want to… make sure I can use it intentionally."

Pyrrha hid a wince. Gooseflesh prickled at her skin as she recalled the story. Roman's men had beaten Nora near to death, and if Jaune had not discovered his Aura-boosting Semblance when he had, she could have _died_.

"If that is what you want to do, you can practice using it on me." Pyrrha said.

Jaune smiled. "Thanks." He paused, brow furrowed, and a startled laugh bubbled from his mouth. "You know, this could be considered a date. Just the two of us, spending time together." His voice was teasing but his eyes were warm.

Pyrrha's lips twitched. "Could it? I don't have much experience."

"I don't either." Jaune admitted. "But couples always hold hands in comic books."

He held out his hand, blue eyes round and hopeful. Pyrrha chuckled and took it, squeezing his fingers gently. Jaune's smile faded and his expression crumpled. Before Pyrrha could ask, he abruptly pulled her towards him and hugged her, holding her in a tight embrace.

Pyrrha let him, forehead crinkling. "Jaune?"

"Sometimes I still can't believe you're here." The knight said, voice low. "I wake up and I expect you to be gone."

Something clogged Pyrrha's throat and she embraced him fiercely. "I'm not going anywhere."

For a moment, they held each other. Pyrrha saw Yang appear in the doorway but the brawler instantly turned around and left when she saw them inside. Jaune eventually pulled away, dragging a hand over his features.

"Okay." He said, giving his head a shake to clear it. "Semblance. Let's do this."

Pyrrha nodded. "Of course."

She held out her hand and Jaune took it, covering her with a warm white glow.

XXXXXXX

" _What if you pretend to be sick? Have him take you to the infirmary and—"_

 _He'll see through it._

" _Any chance you can play dead?"_

 _He's a_ _ **doctor**_ _. Unless I got a hold of some weird drug or plant to slow my heartbeat that's a no._

" _Right. I should have realized that."_

… _What if I act compliant with the soldier or pretend I want it so he stops drugging me? He eventually lowers his guard and I jump him._

" _We don't have that much time. And you know he'll drug you anyway."_ Vale said flatly.

America grimaced. _You're right._

It was weird talking to someone in his head, but he was becoming used to the idea. The nation had slowly become fully convinced Vale was actually real and now some weird split personality. Since he grew aware of her presence, they spent the time between Polendina's visits and the soldiers' sessions bouncing ideas back and forth in a strange bonding experience.

" _The remote for the paralyzer might be at his hip like Polendina's is. Maybe if you maneuver your body right you can touch it with your leg and deactivate it."_ Amber offered as her latest idea.

 _I can't lift my legs that high. Chains, remember? And he always makes sure the activator is out of the way when he touches me._

Vale huffed. _"Can you use your Semblance when the soldier touches you? You might be able to deactivate the remote through contact with him."_

America shook his head. _I can't react quickly enough._ _And he tends to paralyze me before he gets close. Even if he didn't, Polendina probably can as soon as I cause trouble. Besides, I'd_ _ **still**_ _be chained to the table._

Annoyance that was not America's own prodded at his mind. _"This sucks."_

 _You're only realizing this now?_ America thought, amused.

" _No."_ Vale groused. _"I'm just starting to understand how trapped we are. We truly don't have a way out, do we?"_

America winced. _No, we don't. Because even if I do what he wants—_

" _He'll hand you off to whoever his 'friend' is."_ Vale finished. _"And I doubt they will be any kinder."_

America hummed in agreement. _Which is exactly why we shouldn't sit around looking pretty._ He sighed. _I can't even kill myself to keep your Aura out of their hands._

There was a pause.

When Amber spoke again, her voice shook. _"A-Alfred—"_

 _Hey, don't make it weird._ He said sternly. _I'm aware self-sacrifice isn't exactly a healthy mindset, but you_ _ **know**_ _I would do it if I had no other options… and if I could. I'd rather die than let Salem get the Relic in Beacon and use it to hurt people but I don't_ _ **have**_ _the ability to die. If I'm stuck in a corner, capture is my only option. As our current situation clearly shows._

He glared at his chained wrists. Vale did not reply for a long time, her distress and discomfort brushing against America's consciousness.

As the silence stretched on, America chose to change the subject. _What about if we—?_

The door slammed open, striking the wall with a bang. Polendina stormed in with twenty soldiers, expression as cold as ice. America was immediately on his guard, scanning the men warily. To his relief, the soldier who scarred him was not among them.

The paralytic turned America's limbs to wet noodles and two soldiers grabbed him before he could hang from his chains, holding him upright by his shoulders. America winced as their fingers dug into the red scars on his upper back but was more preoccupied with the doctor.

Polendina paced back and forth in front of his prisoner, dragging his hands through his white hair. Able to look at his face clearly for the first time in a while, America saw the black splotches under his eyes and the unkempt nature of his hair and clothes. America knew the sight of a desperate man when he saw one, and unease coiled in his stomach.

A soldier pulled a cart into the cell and Polendina nodded his thanks at the man. He stopped pacing and turned to America, not quite looking at him. Instead he looked past his prisoner, at Not-Penny's robotic body.

"I am a man of science." He murmured as if to himself. "I cannot leave my daughter's life to some forgotten Relic from so-called 'Gods'. Your Semblance is the only feasible way to bring her back." He exhaled shakily, dragging his hand through his hair and pulling out a few white strands. "I tried to be patient. I tried to be understanding. I gave you motivation. I gave you time. But the noose is closing and that time has run out. Now you've left me with no choice."

The doctor reached into the cart and pulled on what appeared to be a monstrous gauntlet. America caught a brief glance of the thing before the soldiers shoved him down over Not-Penny's shins, bending him facedown over the table. The soldiers' hands pressed down on his stinging shoulders, likely ensuring he did not fall off, and he heard the doctor approach behind him.

He caught a glimpse of the gauntlet in his peripheral. The black metal nearly went up to Polendina's shoulder, large and bulky with tubes sticking out of it like pulsing blood vessels. The design reminded him of _something_ …

Panic that was not his own stabbed at his mind.

" _A-Alfred…"_ Amber said tremulously and flickers of memory prodded at the nation's consciousness. Soon her terror overwhelmed him, yanking him into the past.

 _A glove, a pod, an evil smirk, drifting, helplessness,_ _ **pain and agony**_ _as their soul was_ _ **torn out**_ _—_

Comprehension struck America like a freight train. He recognized what the gauntlet was modeled after now. He understood what was going to happen without the doctor needing to explain. Polendina did anyway, with the eagerness of a sane scientist saying he found a way to stop world hunger.

"This device will remove part of your Aura and place it in my body." Polendina said casually. "That way I can use your Semblance myself. I'm not certain if you will go into a permanent coma like Vale, but considering your regenerative abilities you should recover just fine."

America stared at the gauntlet, heart in his throat. Oh _yes_ , he'd recover just fine from _having his soul ripped apart._

Panic suffocated him and he failed to breathe, air coming and going in wheezy gasps that were muffled by the gag. He tried to move, tried to use Vale's Semblance, tried to do _anything_ to fight them off, but he was unsuccessful. Desperate tears pricked at his eyes and dripped down his face onto the metal table. A warm, human hand stroked his hair consolingly and the doctor shushed him, trying to calm America out of a warped sense of human decency while simultaneously planning his horrific fate.

America couldn't let this happen. He couldn't let them tear his soul apart and leave him as good as dead. If Amber was an indicator, he would _never_ awaken from this, healing factor or not. There was only one more thing he could do. He had no other choice anymore. America shut his eyes, focusing with everything he had.

Doctor Polendina laid his gauntleted hand on America's head. "I truly am sorry."

And America activated the only technology he could touch.

XXXXXXX

 _Atlas Military "Atlesian Aura Knight" M375 Prosthetic-Energy-Neural-Nanotechnology-Ytterbium Mark II CPU: Online_

 _Activating full system scan._

 _Scanning…_

 _Scanning…_

 _Reading data chip ID-66165PP1883_

 _Real memory=1,000 terabytes_

 _Available memory= 1,000,000 petabytes_

 _ALERT: Memory data corrupted._

 _Troubleshoot? Y/N_

 _N_

 _Scanning…_

 _ALERT: Important memory folder "Mission Data" found._

 _Access? Y/N_

 _Y_

 _Opening "Mission Data" folder._

 _Mission Data:_

 _M̷͕̜̽͘ȉ̵̥̊s̸̳͛s̵̤͝i̷͚̇͗o̷̩̊n̵̞̿͘:̸͓͔̇̂M̴̪̄a̵̢͌k̶͚͊ḛ̸̐ ̷̤̑f̸̮̕ă̴̳t̶̻́h̴͈̐e̷̱͠r̸̺̒ ̷̦̏p̷͓̉ȑ̷̙ò̸̳ụ̴͂d̸͎̉_

 _Data corrupted_

 _M̷͕̜̽͘ȉ̵̥̊s̸̳͛s̵̤͝i̷͚̇͗o̷̩̊n̵̞̿͘:̸͓͔̇̂Ẉ̴̽î̶͇n̵̪̅ ̴̠͆V̷͇̒y̷̳͝t̸̞̾à̷̜l̶͇̀ ̴̤̀F̴͍̋ĕ̴̙s̷͉̽ẗ̷͖́i̸͈̍v̸͔̒a̵̳͛l̸͔̒ ̴̣͝T̵̓͜ȍ̸̘ȗ̴͇r̴͔̐n̸̝͊a̷̘̋m̵͓͗ë̵̡́n̵͗ͅt̴̩̾_

 _Data corrupted_

M̷͕̜̽͘ȉ̵̥̊s̸̳͛s̵̤͝i̷͚̇͗o̷̩̊n̵̞̿͘:̸͓͔̇̂M̸̱̆à̷͇k̴̹͋e̶̻̿ ̴͕̓f̸̫̽r̸͙͗ǐ̷̺e̸͙̔ň̴̖d̴̡͝ś̷̝-̵͈̓ ̴͖̓C̷̪̑o̷̩͒ṃ̶͑p̸̩̑ļ̵͂e̵̩̍ẗ̷̟́e̶͙͆ḋ̶̪

 _Data corrupted_

̵̛̭ _M̷͕̜̽͘ȉ̵̥̊s̸̳͛s̵̤͝i̷͚̇͗o̷̩̊n̵̞̿͘:̸͓͔̇̂E̶̗͊s̴̳͠č̵̲a̵̟͐p̵̞̚ë̶̱́ ̸̧̈́Ḁ̷͊t̴͍̔l̸̲͂a̶̮͠s̵͖̈́_

 _Data corrupted_

 _Mission: Protect Alfred F. Jones_

 _View details? Y/N_

 _N_

 _Accept mission? Y/N_

 _Y_

 _Reading data cache…_

 _Primary data cache: 11,712 TB_

 _Primary inst. cache: 71,813 TB_

 _Secondary cache: 102,415TB_

 _Scanning core mechanisms._

 _Scanning…_

 _Core: Online_

 _Energy moderation module: Online_

 _Aura moderation module: **Offline**_

 _Retry "Aura moderation module" activation? Y/N_

 _N_

 _Scanning sensory functions…_

 _Scanning…_

 _Vision: Online_

 _Audio: Online_

 _Somatosensation Sensors: Online_

 _Gustatory perception: Online_

 _Scanning motor functions..._

 _Scanning…_

" _Weapons": Online_

" _Arms": Online_

" _Hands": Online_

" _Legs": Online_

" _Feet": Online_

" _Head": Online_

" _Facial features": Online_

" _Torso": Online_

" _Respiration simulation": Online_

" _Semi-automatic eyelid closing": **Offline**_

 _Retry "Semi-automatic eyelid closing" activation? Y/N_

 _N_

 _Scans complete._

 _Commence activation sequence? Y/N_

 _Y_

 _Commencing activation._

 **XXXXXXX**

 **A/N: Aren't I nice? I gave you a cliffhanger. Everyone loves cliffhangers!**

 **Thanks to everyone who read, reviewed, followed, and favorited!**


	9. Activated

**WARNING:** **Dark chapter.**

 **XXXXXXX**

 **Chapter Nine: Activated**

The body under America shifted and pale fingers twitched.

Polendina froze, his Aura-draining gauntlet still on his prisoner's head. He gasped in realization, fingers clenching, and yanked America upright, pulling him up by his hair. The soldiers relinquished their hold on the nation, backing away warily as their hands drifted towards their weapons. Polendina failed to notice, eyes locked on the table.

Not-Penny's eyes slid open, staring unblinkingly around the room. Her gaze landed on Polendina and his prisoner, and America was stunned by the _emptiness_ in her dull green irises. There was no warmth, no life, no happiness, and— most tellingly— no _soul_.

Polendina released America, letting him crumple towards the ground, hanging from his chains. The doctor staggered up to the table and Not-Penny followed his movements with her eyes, never blinking. Polendina laughed and beamed, tears in his eyes, and stepped towards his daughter, arms open.

"Penny—"

 _ **Shck!**_

Polendina gaped at the sword sticking from his chest, then at his 'daughter', shock plastered across his paling features. He fell to his knees, hands trembling, arms still outstretched for a hug he would never receive, and Not-Penny tore the sword from his flesh, leaving him to crumple to the floor. As the doctor's blood pooled around him, America and the soldiers watched Polendina's chest heave once, twice. Then he was still.

Not-Penny sat up, movements stiff and unnatural, and her eyes rested on the soldiers. One of the men screamed and raised his gun. Not-Penny stabbed him in the throat, her other swords emerging from her backpack with whirring clicks to hover at her shoulders. The men fired at her— and by extension, America— but she stepped forward, slamming the swords together into a shield and blocking the shots.

America stared at her back as he slumped against the table, heart beating as quickly as a hummingbird's wings. Not-Penny ignored him— likely because he was chained up at the moment— and stalked up to the soldiers with the grace of a predatory cat. A soldier tried to hit her with his empty gun but her wires caught it, binding his arms together. She stared at him— never blinking— and horrified realization crept over his features. The wires snaked up his arms and around his neck, snapping it like a twig. The soldier's body crumpled, and Not-Penny moved on with the single-minded deadliness of a Terminator. Or a Grimm.

The robot's wires wrapped around another soldier and dragged him towards her. The man screamed, clawing at the ground as he tried to escape, but the robot's swords silenced him with two quick thrusts. She released him and he fell in a pool of his own blood.

Another soldier— the one who beat up America in the bathroom— gaped at the robot, gun pointed uselessly at the floor. Not-Penny lifted him in her wires and slashed his throat open with two swords, dropping his bloody corpse to the floor.

Immobilized and mute, America watched the brutal massacre, mind blank with shock.

" _Alfred!_ _ **You need to move!**_ _"_ Vale cried.

America couldn't, and not just because he was still mostly paralyzed. Even if he wasn't, he was still chained to the table and had the collar around his neck. He was trapped and could only watch as Not-Penny tore through the other soldiers in the room, stabbing and slicing them to bits with a serene expression on her face. The gunfire and screams faded, leaving a chilling silence behind, and the robot finally looked to America.

Still immobilized, America met her emotionless gaze as steadily as he could. She stalked towards him, paces measured and stiff. _Robotic_. Again, America was struck by the lack of humanity in the robot. Everything was lifeless and _wrong_ , from her movements to her expression to the deadness of her eyes. But he did not have much time to think about it.

Not-Penny stopped in front of him, staring down at him. Without warning, her wires wrapped around him, hoisting him onto the table and laying him flat on his back. America could feel his ability to move returning but it was too late. He shut his eyes, not fighting as wires snaked up his arms and torso and around his neck. He would heal, he knew he would, but he did not want to see a dead-eyed copy of his friend murder him.

He shivered as the swords slid under his manacles and collar, their movement dreadfully slow. If he thought Not-Penny was capable of such sadism, he might worry she was drawing his death out to terrify her last victim. A cold sword settled under his collar, against his throat, and he kept still, eyes firmly shut.

 _ **Screeeeeeeeeeccccchhhh!**_

America flinched at the sound of shorn metal. He opened his eyes in time to see the manacles fall away from his ankles and wrists, followed by a clatter at his back. He hesitantly looked behind him to see the collar laying on the table, cut cleanly in half. America looked ahead, meeting Not-Penny's emotionless green eyes. A sword hovered near his head and he stiffened, eyeing it warily.

"Do not move." Not-Penny stated.

Her voice was as emotionless as her face, carrying an unnatural and robotic twang. Stunned into stillness, America did as she commanded and her sword sliced cleanly through the gag. Her wires wrapped around it and she pulled it away from his head, dropping it carelessly onto the table. America stared at it, then his freed hands. He swallowed, the reflex unhindered by the gag, and met her dull eyes once more.

"Penny?" he asked, voice hoarse from disuse.

"Affirmative. I am Atlas Military Atlesian Aura Knight M375 Prosthetic-Energy-Neural-Nanotechnology-Ytterbium Mark II. Designation: P-E-N-N-Y." Emotionless green eyes stared unblinkingly at America. "Confirm identity: You are Alfred F. Jones?" Her tone never changed, not even for the question.

America nodded hesitantly.

"Identity confirmed." Penny Mk-II stated. "Engage mission: Protect Alfred F. Jones."

America blinked. "Wha—? _Hey!_ "

Penny picked him up and lifted him over her head. America flailed like a turtle turned onto its shell as Penny marched towards the door. Her swords stabbed into the metal, wires going taut, and she tore it open and threw the door aside. She abruptly halted and dropped America. The nation hit the floor with an "Ow!" Before he could rise, wires wrapped around him, lifting him up again.

"Gah!" he yelped as he was carelessly yanked around in the air. "I can _walk_ , dammit!"

Penny dropped him.

America smacked face-first into the floor and winced, pushing himself up onto his hands and knees. "For reference—" he groaned. "That _hurts_."

"The referenced information has been added to my databanks." Penny said tonelessly.

America stilled, staring at the floor. His thoughts drifted back to happier days getting ice cream and talking in a two-bed dorm and his vision blurred. He wiped a hand across his eyes and stood up. Penny's wires inched towards him.

"No." he snapped, backing up a step. "I can walk, thank you."

Penny— _Not-Penny_ — did not blink. "Current mission: Protect Alfred F. Jones. For optimal highest percentage of success of the mission to protect Alfred F. Jones, Alfred F. Jones must remain two point five-three feet or less within my vicinity."

"I'm _in_ your 'vicinity'." America muttered. "On the ground. Where I'm safer. If I'm hanging in the air I'll just get shot at."

Penny stared at him emotionlessly, body unnaturally still. Her eyes flicked over him. "You are leaking red-hued body fluids. Identification: blood."

America blinked, following her gaze to his wrists. He grimaced at the tiny red cuts amidst the reddened, raw skin and carefully lifted a pant leg, checking his ankles. They hardly fared better, and that was only due to the socks he had previously owned. The coldness of the pristine marble floors bit into the soles of his feet and he cringed.

"I'm fine." He grunted. "The wounds aren't serious." He froze, realization striking him like a slap. He could not voice it as emotion clogged his throat.

Vale did not have that problem. _"We're_ _ **free**_ _."_ She breathed.

America jerked into motion, walking down the hall, only for wires to wrap around his waist and drag him back to Penny's side. He yelped and struggled, pulling at them. "Enough with the _wires_!"

"Negative." Penny stated. "Alfred F. Jones must remain in my vicinity for me to protect him and complete my mission to protect Alfred F. Jones."

America ground his teeth but did not attempt to argue with her. "Fine. Great. _Stay_ at my side then. We have to go rescue the others."

"The term 'others' is indeterminate. Give supplementary information to define 'others'.'" Penny requested tonelessly.

America finally got free of the wires again, eyeing them warily. They swayed back and forth, reminding him a bit of snakes or the robot arms from Spider-Man 2. He recalled it was hinted those things had a mind and personality of their own and backed up another step, watching their every move.

"There are three other prisoners. They're uh— allies of mine." He explained rapidly. "Francis— France." He held up one finger. "Lovino— Romano." Two fingers. "And Jett— Australia." Three.

Penny stared at him, unblinking and stoic. It was starting to get creepy, and only reinforced the realization that this _wasn't his friend—_ "Negative. There is a one hundred percent chance that rescuing 'Francis-France' 'Lovino-Romano' and 'Jett-Australia' will place Alfred F. Jones in harm's way, thus contradicting my mission to protect Alfred F. Jones."

America gritted his teeth and took a calming breath, glancing around. He was surprised that no more guards had run into them yet. Though maybe most of them were in the room when Penny _slaughtered_ them. One of the wires wrapped around America's arm and he yanked it free before it could constrict around his limb.

An idea struck him. "The soldiers guarding France, Romano, and Australia won't let me leave. They'll come after me later, putting me in danger."

Penny did not move. Did not blink. Did not emote. If not for the swaying movement of her weapons, she might as well be a statue. "Is that statement factual?"

" _My name is Penny. I am not from around here. I am from Atlas. My friend Ruby said that this store is one of the best in Vale to buy Dust. Is that statement factual?"_

America blinked away his tears, not letting them fall. "Yes."

"Very well." Penny Mk II stated. "I shall terminate the soldiers in the building."

Her sword-tipped wires twitched and flicked.

America stepped back, hand raised. "Don't you da— _Hey!_ "

Penny's wires snaked around him, pinning him to her back like a living, breathing, angry backpack. The nation grimaced as his wounded shoulders pressed against her actual backpack and wriggled furiously, trying to break free. In his head, Amber made a strangled sound that might have been either a laugh or a bewildered squeak. America sent a mental scowl her way.

They were halfway down the hall when Penny's words fully registered. A pit opened in America's stomach. "Penny, you don't have to kill all the soldiers."

"The termination of the soldiers in this facility will increase the safety of Alfred F. Jones by seventy-two percent." The robot stated.

"That doesn't mean you have to go and hunt—" America remembered the type of being he was talking to and reconsidered his words carefully. "Look, our first priority is finding France, Australia, and Romano. Their rescue will— uh, increase my safety by, um— eighty-two percent."

"… _Really?"_ Vale said dryly.

 _Shut up, you._

Penny considered his claim. "Francis-France, Lovino-Romano, and Jett-Australia are allies of Alfred F. Jones?" she asked for confirmation.

"Yes, they're my friends." America said.

Penny halted, shifting from walking to stillness with the suddenness of someone hitting a wall. "Friends." She stated.

America held his breath— and not just because the wires were kind of tight around his chest. And he might be losing the feeling in his hands. And his feet. _Ow_.

"Acknowledged." Penny said abruptly. "Subsidiary-mission: Rescue Francis-France, Lovino-Romano, and Jett-Australia for increased probability of safety of Alfred F. Jones."

America relaxed, as much as he could in his current position anyway. "Great. That's great. Can you find them?"

He looked down the shadowy hall they had emerged from. It did not look like a dungeon like he had suspected. In fact, he looked like the type of facility a rich person would have, with clean white halls, floors, and ceilings. Everything appeared to be carved from some type of white marble or stone, though it wasn't quite like the old lab from… from _before_. If he had to guess, they were probably underground in a different building. But where was that? And where were the others in it?

"Negative. I am not connected to the server of this building." Penny reported.

"I can, er— connect with it." America said.

"Give a supplementary explanation." Penny said flatly.

"My Semblance is technopathy." America told her. "I can manipulate any technology I can touch."

"I will locate a console." Penny said.

"I don't need one." America interrupted hurriedly. "A Scroll will do."

Penny carried him back to the cell and went to the nearest soldier's body. It was the man from the bathroom, and America forced himself not to look at his slashed throat. Penny had no such qualms. She grabbed a Scroll from one of his pockets and handed it to America. The nation did his best to ignore the blood on it as he concentrated. The wires around him shifted, pressing into his skin.

"This will be easier if you let me go, please." He said tightly.

"Is that statement fact—?"

"Yes, it is."

Penny's wires released him, returning to hover and twitch at her shoulders like thin, barbed tentacles. America ignored her as best he could, flicking through the different screens he could hack into. It turned out they were in the basement/lab area of Polendina's mansion. It was outside of the city of Atlas's borders, close enough that supply runs would be pretty simple but far enough away that there were no neighbors. No wonder Polendina had been able to keep America's presence a secret from whoever he allied himself with.

A quick hack into Polendina's messages revealed suspicious exchanges with Atlas and others with a person only known as 'W'. America recognized the signature as the same one from the virus that infected the Atlesian Knights during the battle in Beacon. That meant Cinder's faction was likely involved— aka Salem's top agents.

 _Wonderful_. He eyed the obviously coded messages with a grimace. He'd go through them later to see who Polendina's 'friend' was. _Or maybe it's 'friend_ _ **s**_ _'. He might have been working for both Atlas and Salem. That would have ended well._ America recalled Polendina's demise and grimaced, determinedly not looking at the doctor's body. _Penny killed her fathe— It's_ _ **not**_ _Penny._

America flipped to a new screen and paused. "I found our weapons. They're in a locker upstairs."

"Alfred F. Jones will remain here." Penny stated. "I will retrieve the weapons and return."

 _Good job, Alfred. Thanks for the help. Do you have any suggestions? Are you okay with being treated like an object with no opinion to be dragged around?_ America did not voice any of his thoughts. "Fine. I'll…" He stared at the bloody corpses and swallowed. "Stay in the room next to this one."

"Why does this room not suffice as an optimal secure position to remain in while I retrieve the weapons and return?" Penny asked in her normal monotone.

"It has _bodies_ in it." America hissed, rapidly losing his battle with his mounting horror. How could she be so… so… _apathetic?_

Penny stared at him, never blinking. "Alfred F. Jones's tone and vitals suggest emotional distress."

"You _think_?" America snapped.

"I do not think. I compute." Penny stated, his stress-produced sarcasm going straight over her head.

Her wires twitched.

America dodged them before they could wrap him up. "For the thousandth time, I can _walk_."

"Alfred F. Jones has stated that 'I can walk' three times." Penny informed him.

America wasn't sure if he wanted to scream or cry. He _walked_ into the dark, empty room next to his cell and silently watched Penny leave. Too late, he realized the door had a lock. As in, he realized it when Penny _shut it and locked him in_. America stared at the closed metal door, speechless, and serenely planted his head against it.

 _I hate my life._

" _Hey, don't be like that."_ Vale chided him. _"We're unchained. Soon we'll be out of here."_

 _Yeah,_ America closed his eyes, taking a breath. _I never thought Penny would— Penny Mk II would attack her fath— her creator like that._

" _She is not your friend, Alfred."_ Vale reminded him bluntly. _"Penny Polendina's Aura is gone. That robot simply looks like her and has some of her memories."_

America blinked rapidly, wiping at his eyes. _I know._ He approached the door, eyeing it critically. _I can't believe she locked me in here. Should I bust out?_

" _Look through the cameras first."_ Vale suggested. _"We should try to get a feel for the layout of this place."_

America nodded and began flipping through the different security feeds. He did not find the basement he had been trapped in anywhere and supposed Polendina must have had that on a separate network. He'd have to hack into it and see if he could find France and the others.

An arm wrapped around his waist as a dagger's edge kissed his throat.

"Hello, Subject A." the sadistic soldier whispered in his ear. "Fancy seeing you here."

America's body went numb. His control over his muscles abandoned him, from his limbs to his mouth to his mind, leaving him floundering with nothing but the frantic pounding of his heartbeat for company. The Scroll slipped from his cold fingers, falling uselessly to the floor with a clatter.

The soldier's hand snaked across his stomach and grabbed his opposite wrist, holding him tightly in a perverse version of a hug so the nation could not lift either arm. His breath tickled America's ear and although it was warm, goosebumps spread over his skin wherever it touched him.

"I see you're unchained now. You didn't think you could just walk out without saying goodbye to me, hmm?" the soldier murmured. "And here I thought we had a bond."

America's voice caught in his throat, choking him. He could hear Vale shouting in the distant recesses of his mind, but her words were covered by the roar of blood pounding in his ears. He _couldn't move_ and his thoughts scattered, wondering how the soldier had managed to stick him with the paralytic. Yet his trembling showed it was not a drug that kept him still, but pure unadulterated terror.

"— _fight—"_

The soldier's chuckle rumbled against his back. "What's the matter? Nothing to say to little old me? You're finally ungagged but you're still so quiet. Do you find me that intimidating?"

His mouth lingered too close to America's skin for comfort, his breath tickling the side of the nation's neck, and abruptly they brushed against his throat and up to his jaw, making him freeze. But that was the _point_. It was all a sick game to the soldier, a sadistic display of power. And America was losing.

One hand squeezed his stinging wrist while the dagger was pulled away from his throat with the other. The knife trailed down America's back, tearing through his shirt and the soldier ripped the cloth away, leaving his torso bare. America flinched but the soldier's arm kept him pinned and _helpless helpless not again please not—_

The soldier casually adjusted his grip on the blade so he could press his palm flat against America's skin without cutting him. His hand slid up the nation's back, cold against America's clammy flesh. His fingers paused at America's shoulder blades, touch almost as light as a feather. Then the soldier pressed down, right on the 'S'-shaped scar and America flinched, shutting his eyes. Even in the darkness, he saw the wounds as clearly as if they were carved into his eyelids.

 **SACRIFICE**

"I know I didn't accomplish much with you." The soldier whispered into his ear. "But what I did accomplish…"

His hand trailed over America's shoulders— somehow leaving both fiery pain and icy gooseflesh in its wake— and down his spine. America shuddered. Even when the soldier's hands moved, he could still feel them everywhere on his skin, like the man was leaving permanent, frozen bruises with every touch.

"…It will mark you _forever_." America felt the soldier smile against his neck. "How about we make sure it sticks, just in case?"

The soldier's booted foot connected with the back of America's knees, sending him crumpling to the ground. His kneecaps smacked into the hard marble and the jolt lanced up his arms from the heels of his palms, leaving him wincing. The soldier's foot struck his lower back, pushing him to the floor and the man shoved America's arms under his chest and laid on top of him, using his full body and weight to pin the nation down.

"— _ight him, dammit!"_

All logical thought was lost in a terrified haze and America did not bother struggling. He laid his forehead on the cold floor, shutting blurry eyes that prickled with unshod tears. His breath came in short, panicked pants as he felt the soldier lay the flat end of the knife against his skin. He was paralyzed, he was chained, he was _helpless_ , just like he always was. Just a captive, just a lab rat, just a prize, just a _sacrifice_ primed for torture. Not a hero, not a leader, not _anything_ , not when he was unable to even save himself—

Among the roaring in his ears and the thundering of his heartbeat, he heard Vale's shouts. _"Come on, Alfred! You're free. You're_ _ **FREE!**_ _Fight him off! You can_ _ **FIGHT HIM, Gods dammit!**_ _"_

He couldn't. He couldn't. He _couldn't_ —

Cold metal slit his skin as the knife began to trace the S again. In a snap, numbness vanished, panic jerked away, and feeling rushed back into America, the pounding of his heartbeat becoming a crescendo of bottled-up rage.

Lightning flared over his frame, and the soldier flinched back, hair standing on end. America _howled_ and blasted him to ashes, feeling the man's weight leaving his back as his body disintegrated into dust, the bloody knife along with him. Before the blackened remnants of the man's body hit the ground, America dragged himself to the side and obliterated them again.

Again, lightning struck the ashes.

And again.

And again.

And again.

And—

America slowly realized he was sobbing, fat, burning tears leaking down his cheeks. He stopped summoning lightning and sat up, curving his spine to rest his forehead on his bent knees. The contortion of his back stretched his scars and the burning grew, and to his shame the pain only made him sob harder.

He was such an _idiot_. He let the soldier attack him again. All because he was too much of a cowardly, weak _fool_ to fight when he could and instead allowed the soldier to manhandle him like a doll.

" _It's not your fault."_ Vale tried to sooth him. _"You were in chains and drugged for… for a long time. Your body and mind forgot you could use our Semblance or fight back._ _But you_ _ **did**_ _fight. You won. He's dead."_

America looked at the ashy remains of the soldier and hid his face, quivering. _I_ _ **didn't**_ _win,_ he thought. _**He**_ _did. He got what he wanted. This…_ He clasped his shoulder, ignoring the way it made his wounds ache. _This will always be there to make me remember him; to make me remember_ _ **everything**_ _Atlas ever did to me._

" _Alfred…"_ Vale whispered, at a loss on how to comfort him.

"Alfred F. Jones."

America looked up, eyes red and stinging, to see Penny. Cobalt Striker hung in her right hand, and he saw France, Australia, and Romano's weapons wrapped in wires and floating behind her. America did not bother to try to hide the tears streaming down his face, knowing the robot would point them out.

"Alfred F. Jones's eyes are leaking body fluid." She stated on cue. "Identification: tears. Tears often signify distress or sadness."

Penny said nothing more, staring at him with unblinking eyes. America lowered his head and hid his face, clenching his teeth as he struggled to stifle his sobs. Penny did not speak or attempt to comfort him. She only stood there and watched as he tried to pull himself together. Eventually he got himself under control, though wet streaks lingered on his cheeks.

"I'm fine now." He mumbled, voice hoarse.

"Acknowledged." Penny stated. Her eyes flicked to his chest and America self-consciously crossed his arms. Penny's expression did not change in the slightest. "I made an error in leaving Alfred F. Jones unguarded."

America slowly realized she was apologizing for leaving him alone.

Possibly.

Maybe.

Probably not.

...No. She wasn't.

He forced himself to smile for her. "It's okay. You didn't know he was in here."

"Provide supplementary information to identify 'he'?" Penny requested.

America scowled at the ashes, resisting the desire to blast them again for good measure. "A monster disguised as a human soldier."

"Information logged." Penny stated. "I have retrieved the weapons and terminated the soldiers in this facility."

America took Cobalt Striker from her, immediately reassured by its familiar weight. He leaned over and picked up the Scroll. The screen was cracked from being dropped but it still worked just fine. He hacked into the basement's cameras and flipped through the security feed, blanching as he finally found the area he was in. Penny was telling the truth. Every single soldier and guard was dead, their blood spraying the walls. One particular body caught his eye, and his gaze rested unwillingly on the white bone clearly sticking out of the man's snapped neck. America grimaced, struggling not to gag. It was not exactly the sight that churned his stomach, but the implications.

Some of them had obviously been attacked from behind, dead before they ever saw the threat.

" _She isn't your Penny, Alfred."_ Vale reminded him. _"You_ _ **can't**_ _trust her."_

America gulped. "Penny?" She looked at him, unblinking. "How much do you remember?"

"I retain 98.221222422225234% memory of my last activation cycle." Penny stated. "I cannot locate memories of my deactivation."

America hid a wince. "Do you remember me?" he asked.

"You are Alfred F. Jones." Penny stated.

"I mean, from before today." America clarified.

"My mission is to protect Alfred F. Jones. I have memory of that mission." Penny said, not computing.

"I know." America said tiredly. "We met in Vale, remember?"

Penny paused. "…Affirmative."

America's breath hitched. "So you remember we're friends?"

Penny stared at him. Never once did she blink. Never once did her expression change. "Relevance not found. How does this pertain to the mission?"

America's face crumpled. He looked away from the robot, grimacing at his bare feet. "I guess it doesn't." He took a breath. "We need to find France, Romano, and Australia. I can't seem to locate them on the cameras."

"There is a ninety-nine percent chance they are not in this facility." Penny stated.

America's muscles locked. "…What?"

Emotionless green eyes stared at him. "Adjusting previous incorrect statement. Negative. There is a one hundred percent chance 'Francis-France' 'Lovino-Romano' and 'Jett-Australia' are not in this facility. They were not located during my termination of the soldiers."

America's heart sank. He flipped through the cameras frantically, noting the only cell with manacles hanging from the wall. That had to be the one he had woken up in before being taken to Penny's room. His heart tried to tear itself out of his chest as he bit his lip, searching for any sign of his fellow nations.

"Where _are_ they?" he hissed.

"I am not connected to—"

"I'll do it!" America interrupted.

He ignored the cameras and tore through Polendina's firewalls, looking up other information. A message from 'Ciel Soleil' caught his eye, as did the file attachment, and he tore the coding and security to shreds, revealing the real message.

 _The unexpected surplus of incorrect merchandise has been successfully transported to the agreed upon location. I expect the proper product as soon as you acquire it._

 _Don't test my patience._

 _-C.A.S_

"That… evil..." America breathed, pulling up the file. "I found them. They're at the…" He squinted. "'Transformation Institute'?" America focused and hacked into the server, gathering more information. A pit opened in his stomach and he swallowed roughly, gorge rising. "Oh no…"

A reeducation center.

France, Romano, and Australia were at a _reeducation center_.

America scanned through all the messages, trying to figure out why the hell they were sent there. From what he could surmise, Polendina had pretended to fail to retrieve America, grabbing the other three nations instead. Either that or he was saying the three had come through one of the portals he opened and attacked his men. He told Atlas 'what happened' and she took them to the Transformation Institute. But why?

 _Does she think she can brainwash them into fighting for her?_ America's skin crawled. He shoved the Scroll into his pocket. "We have to save them."

"That is part of the mission." Penny agreed. "Where is the 'Transformation Institute' located?"

"In Atlas." America said, showing her a map. "Somewhere. I don't know where."

"Acknowledged." Penny stated. "I will procure clandestine passage into Atlas."

America blinked. "What? I mean, I know that we can't just walk in but—"

"Reports indicate the Atlas border is closed." Penny stated. "Atlas is holding Francis-France, Lovino-Romano, and Jett-Australia. Alfred F. Jones seeks their retrieval. Atlas and Alfred F. Jones's missions do not align. Thus Atlas is Alfred F. Jones's enemy."

America gaped at her, struggling to wrap his mind around the alien way she thought. Or… computed? Whatever. "Um. Yes. Good on you for figuring it out?"

Penny did not acknowledge his bewilderment. "Affirmative. All hostiles in this facility have been terminated. We will remain in this facility until passage is procured."

America looked around the dark basement and shivered. "I…"

"The temperature on this level is insufficient for optimal health." Penny stated, watching him like a hawk. Or a snake. "We will remain in the upper levels of this facility until passage is procured."

The last thing America wanted was to stay in his captor's house. But upon ascending from the basement— whose entrance was hidden behind a movable wall, naturally— a single look outside proved any other accommodations were laughable. Solitas was mostly uninhabitable for a reason, and the view granted by the large window showed just how isolated Polendina's house was. The blizzard was a complete whiteout, making the whole world look as if it were nothing more than snow. America glanced around the office they had emerged in and shuddered, rubbing at his arms.

"Alfred F. Jones is not wearing recommended clothing for this temperature." Penny stated.

America shivered and covered his bare chest with his arms again, futilely attempting to warm his clammy skin. "The soldier that attacked me cut my shirt up."

"I will retrieve clothes and footwear for Alfred F. Jones." Penny stated and walked off.

America watched her leave—even her walking cycle was stiff and robotic— and sank to the floor, covering his eyes.

" _Don't break down now."_ Vale said, only partially joking.

 _I'm trying,_ America told her. _I'm stuck in my captor's mansion with a bunch of bodies downstairs and a potentially homicidal robot who looks like my friend and might go Skynet on me to keep me 'safe'._

" _Skynet?"_ Vale asked.

 _Evil robot overlord. It's from a movie._

" _Ah. That's bad then."_

 _No duh._ He looked through the information he could gather about the Transformation Institute and grimaced. _This is_ _ **all**_ _bad. We have to rescue France and the others as quickly as possible._

" _Surely they are immune to brainwashing?"_

America shook his head. _They're resistant and can last longer than a human, but they're not immune. We may be immortal nations but we can still be manipulated and traumatized._

Vale gave a shockingly bitter laugh. _"In hindsight, that was a dumb question. We're clear examples of traumatization."_

America's lips twitched in dark amusement. _Yeah. And yet here we go, running straight into the enemy's den. We don't have a choice otherwise. They need us._

Black and blue filled his vision.

"Alfred F. Jones." Penny stood over him, cloth-filled arms outstretched. "I have recovered proper clothes that should sufficiently keep you in good health in the current temperature."

"Thanks, Penny." America said, accepting the clothes. "And could you please just call me Alfred? You don't have to say my whole name every time."

"You are Alfred F. Jones." Penny stated.

"You can just call me 'Alfred'." America insisted.

She stared at him. "Your identification is Alfred F. Jones."

America gave up. "Whatever." He set the clothes down and paused, feeling Penny's eyes on his back. Where the scars were on clear display. A pit opened in his stomach. "Could you turn around?"

"Negative. Alfred F. Jones must be observed at all times for maximum safety."

 _Oh my God she's going to watch me sleep._ America barely kept his horror off his face. He spoke quickly, hoping to nip that disturbing possibility at the bud. "That isn't necessary. We're the only ones here. Besides, you _just_ left me to go get clothes."

"The termination of all other lifeforms in the area is confirmed." Penny said. "But I will watch Alfred F. Jones regardless. My previous error of departing and leaving Alfred F. Jones unsupervised will not be repeated."

America grimaced and turned his back to her, doing his best to ignore her as he took off the ruined cargo pants. He should be beyond such discomfort by now, but he'd been unconscious a majority of the times the soldiers had stripped him.

…In hindsight, this was not so bad.

America pulled on the pair of jeans and considered his back, grimacing. The wounds were closed, but the scars were as clear as ever. He abruptly turned towards Penny so his back was no longer to her and hastily wiped away the blood with the cargo pants. That done, he picked up the new shirt, pausing. In his hands was a blue t-shirt, with a black jacket laying on the seat, ready to be worn.

"…Where did you get these?" he asked hesitantly.

"Alfred F. Jones's current attire was located in a closet in a room which has a 92.856% probability of being a room known as a 'guest bedroom'." Penny stated. "The attire is Alfred F. Jones's size."

America's mind whirled. Why would Polendina buy a copy of his old ensemble?

" _Perhaps he was intending to dress you in them before he handed you to his 'friends'."_ Amber suggested ominously. _"That way he could pretend he just grabbed you recently."_

America put on the jacket and felt a small, inside pocket at his chest. He unzipped it and pulled out a Pumpkin Pete wallet. Inside were his IDs for both Remnant and Earth. Nausea swept through America and he struggled not to retch.

 _How long has this guy been watching me?_

" _He ordered Greenlee around, remember?"_ Vale reminded him.

A while, then. America tried not to think about it. He tried not to think about how he was in his captor's home, wearing clothes his captor picked for him, with only Penny— whose resurrection was his captor's goal, though it had not ended the way Polendina intended— and his captors' bodies for company.

He was out of the cell, but as he looked out into the snowy tundra, he felt no freer than he was inside it.

XXXXXXX

Atlas Military Atlesian Aura Knight M375 Prosthetic-Energy-Neural-Nanotechnology-Ytterbium Mark II, designation: P.E.N.N.Y. watched Alfred F. Jones sleep. Alfred F. Jones stirred fretfully as he went through his rest cycle, features scrunching with emotion— Identification: distress— as he curled up on the bed. P.E.N.N.Y. identified the 'distressed' movements as a result of visual perceptions created by the mind during the R.E.M. stage of sleep. Identified term: Nightmares.

P.E.N.N.Y. watched him thrash, shaking under the blankets as he whimpered in 'distress'. It had taken one hour, thirty-two minutes, fifteen seconds, and fifty milliseconds to convince Alfred F. Jones to agree to sleep in the bed, and seeing the results of that effort diminished by 'nightmares' made P.E.N.N.Y. … find fault in that outcome.

She watched Alfred F. Jones shudder and sob, cringing away from nothing. The sounds he gave made her… dictate they needed to cease. P.E.N.N.Y. considered the available alternative courses of action she could proceed with. Soon they were all dismissed. Waking Alfred F. Jones would be illogical. If she interrupted Alfred F. Jones's sleep cycle further by waking him, the benefits of his rest would decrease further.

…Correct?

P.E.N.N.Y. dismissed her faulty questioning of her logic. She was always correct. The benefits of Alfred F. Jones's continued distressed sleep cycle outweighed the benefits of waking him.

She watched Alfred F. Jones flinch and cry, and pulled up her internal operations.

 _Message program: Online._

 _Security is up to date._

 _Opening untraceable private message link._

 _Create message? Y/N_

 _Y_

 _To: GJI_

 _From: PP_

 _Subject: AFJ Protection Mission Status_

 _Report:_

 _AFJ successfully rescued from rogue agent facility. All rogue agents terminated. See attachment for video feed of encounter and rogue agent identification._

 _Made the error of leaving AFJ alone in facility for ten minutes and fifty-two seconds. AFJ was assaulted by rogue agent in that time. Identity: unknown. AFJ defended himself by incinerating the rogue agent's body. Lingering electron particles suggest lightning or Lightning Dust was used for termination. AFJ did not discern details of encounter. Shirt was forcibly removed with a knife and wounds were located on his back, suggesting an ambush from behind. Failure of Aura defense despite available Aura (as shown by continued Semblance usage) suggests 'surprise' or Aura suppression from emotion/mental reaction identified as 'trauma', resulting in injury. AFJ shed 'tears' and showed other signs of 'distress'—_

P.E.N.N.Y. erased the last sentence. It was not relevant to the report.

 _This error will not be repeated._

 _AFJ used 'Technopath' Semblance to retrieve intel on whereabouts of allies 'Francis-France', 'Lovino-Romano', and 'Jett-Australia'. FF, LR, and JA reside in 'Transformation Institute'. Retrieval of FF, LR, and JA will increase AFJ safety by calculated 82%._

 _Entrance into Atlas borders is required. Assistance in entrance into Atlas is required due to Atlas border closure. Clandestine passage is preferable. Intel suggests Atlas is associated with those that wish AFJ harm._

 _If the above intel is true, Atlas will be terminated._

P.E.N.N.Y. considered the message.

She erased the last line.

She did not compute any more details that needed to be submitted.

 _Send report? Y/N_

 _Y_

 _Report sent._

XXXXXXX

Australia rocked back and forth, jerking his head forward and back with every swing, but no matter how hard he tried he could not dislodge the headphones from his head.

" **Ḁ̵͛͘T̴̡͓̑̃̿L̶̬̅̈A̶͙̘̔̐Ś̵̮̘͙ ̷̡̜̀̀I̸̙͠S̶͓̯͐ͅ ̷͎̔͑̀Ÿ̴̛̞̤́̆ͅO̶̡̾̊̚U̵̻̐͒Ṟ̶͙̅̑͌ ̵͇̰̲̚P̸̝͖̀͘R̷͇̃͌Ơ̴̱͈͉Ṫ̶̥̣͔̒̈E̶͍̤͓̓͋C̸̖̈T̶̼̲͚̀Ọ̵͎̿R̵̄̐̚ͅ.̴͚̊̽"** The repeated message informed him, crackly and grating under the constant buzz of static.

 _Like hell!_

" **A̵̪̫̖̍̂Ṱ̴̐Ļ̷̩̈̈́͑͜À̴̹͝S̸͈̽ ̴͔͇̏̌I̷͔̬̙̕Ș̸̺̤̆̓ ̷̳̲̝̐̇͛Y̷̻̬̖̓̀͝O̸̞͛͝Ú̶͈͕R̵̤͈̈ ̷͚̹̓̈́S̶̢̛͔̳̋͝A̷̭͛V̶̱̘͓̋I̵̩͌͗Ȍ̵͔̦ͅR̵͍̗̈́.̸̨͛̅̅"**

 _When hell freezes over._

" **Ä̷̹́͠T̴̫͈́͌L̶̹͋Ã̸͇̑Ș̶̏̇͌ ̸̨͇̙̄͝I̷͓͗Ṣ̷͛ ̵̦̭̈́̒͘Y̶̯̪̌̿ͅO̸̪̎͘U̸̬͈͚͑͋̔R̶̩̒ ̵͙̥̀̎̑G̵̢̠̻̉̄U̶̢̻̩̎A̶̮̮͖̿Ŕ̵͈͎Ḏ̸̠̏Ḭ̷̃̿A̷̼̥͋̈́Ņ̴̫̥̑.̷̭̉̈́̓"**

 _Lies._

" **A̴̢̩̾̈́̀T̵̮̟͗̋L̷̗͚̅͝A̸̘̅̔S̶̮̤̈́ ̵̰͎͙̈́I̷̮̋̆S̸̖͓̈́͒ ̶̟̳̈Ỵ̷̝͇̌͛̀O̵̝̊̄̚U̷͎̫̔̒R̴̲̹̫̅̅̚ ̶̙̓͒F̷̼͐̊̂͜ͅṞ̶̆Ǐ̸͈̓̔E̴̞͗̑͆Ṅ̶̜̺̀D̸̗͕̀͜.̴̲̻̀̓͝"**

 _Lies._

" **A̶̻͙̋͜T̴̪̒͛͝L̵͍̖̞̾̂A̴̟̝̍̇͠S̴̟̄̔͐ ̶̬̼̑̆W̸̍̍͜I̷̪̭̫̋̈́L̷̯̜̍L̵̛̼̈́ ̴͇̇͜D̸̨̯̳͂̑̽E̵̲̐̀ͅF̵͓͂̀̓E̷̲̣̫͝N̸̯͚̍̾̋D̴̪̩͓͠ ̶͚͝Y̵̯͆O̸̧͓͘͘U̵̯̯̅̒.̷̨̘̯̑̋͑."**

 _LIES._

" **Á̴̹̂̐T̶̟̻̆̍L̶̦̹͇͐͗Á̵͇͓̄͆͜S̸̨̖͎͋͐̕ ̷̬̻̆̇͛I̷͎̠͊̾̍S̸̬͍͑ ̶̰̭̀̕͘͜T̸̢͐̑H̴̭͗Ě̸͓R̸̨̈́̊E̴̩̅̓ ̴̡̺̃̑F̷̞̥̱̐̽͘O̷͎̤̖͒R̷̫͎̐ ̵̱̪̰̀Y̶͉̜̽ͅO̵̖̳̪̽U̷̘̮̔̑̑.̷̤̏"**

Australia took a deep breath as he could with the gag, counting backwards from one hundred. The monotone voice drilled into his skull like needles jabbing into his brain.

" **A̷̲̠̅Ţ̴̛͎͈́̇L̷̨͕͉͋́͆Ã̷̼͜Ș̷̄̈́ ̴̺̒͋L̴̟̤̣͐O̸͓͈͗̊̏͜V̸͔̒̐E̷̝̩̅̄̇Ṡ̶̢͎̺̕͝ ̷̖͔̊͘Y̸͚̓O̵̳̒Û̷͕̏.̸̡̠͐͒"**

He knew what this was.

" **Ÿ̵̢͚̦̋͌O̵͚̗̔͌͗Ù̵͎͎͗̊ ̴͓̜̉̌L̸̮̰̅O̵̺̿͗͘Ṿ̶͚̤̐̇̃Ë̶̗̫́̈́͜ ̵̹̼͂A̸̮͂̾Ţ̶͓̤̇͌͝L̶̖̘̎́A̷͔̙̿̾Ś̵̬̼̽.̷͔̝̞̾̎͗ ̸͙̼̀̓"**

Maybe that was why he still struggled against the reconditioning.

" **Ã̴͈̻̐̒Ṯ̶̱̓̾L̷̯̲̰̔Ā̵̲Ṣ̸͈̝̌͑͝ ̸̼̩̫̆Ī̵̫̮S̵̖̗͋͋̔͜ ̷̧̙̈́͗̅Ķ̸̛̞Į̴͆̑̕N̸̢̟̺̐D̷͇̒.̸̨̱́̚͝ͅ"**

He could only hope Romano and France weren't suffering the same as he. He couldn't tell since his blindfold had not been removed since the soldiers had put it on. He could not even tell if the other two nations were still there with him.

""̸̞̊͂ **A̴̧̹͍͝T̶͎̘̯̎̿͘L̵̻̙̈́̑A̸̭̤͐̅͝S̸̺͕͋͝ ̶͍͒̌I̸͓̬̅͜͝S̷̢͙͑̈́ ̸̬͐M̵͍̗̞͐͘E̴̱̘̾̿͝R̵̙͐͂C̸͎̎͑̈Ï̵̟̮F̵̦̣̿̆Ü̸̻̟͓͝L̷̪̄̚.̸͇̓͠"**

He would endure.

""̴̩̉ **A̴͇̬̅̿̎T̶̢̖̬̔̌̌Ḽ̴̩̙̉̍́Ã̶͔S̴̮̈́ ̸̙̯̐Ỉ̶͙S̷͉͖̓̌ͅ ̵̟̣̞͛̐T̷̬̔̂R̵̤̣͌͜U̴̧̥̣̿͌S̸̨͋̋T̶͔̲͎̋̂̎Ẁ̶̪͍O̴̡̝̔R̷̜̆T̸̡̳̠̋H̸̜̙͑́̆Y̴͖̖̏͠.̷̞̗̰̔̑̽"**

He'd rather walk into a furnace than let Atlas destroy his mind.

" **Ą̴̘́̃̍Ṱ̴̛̘̐͝L̴̬̯̐͌̕A̸̰̪̓͒̌S̷̤̪̲̉̆͌ ̵̖̦̐͘͝Ĩ̵̛͔̲̬̚S̷͎̖̖̈͐̓ ̶̞̠̩̃I̵͖͎͈̕N̶̞̳̉́͝F̷̗̕̕Ả̴͍͖̼̅̚L̶̥̖͙̉̂̊L̶͇͉̪̋͌͠I̷̧̳̎̎B̴̙̏͗͑L̸͖͐̑͛E̶̲̤͕̅̾̋.̷̟̅"**

Laughing at the arrogance of the statements helped.

" **A̴͍̽͑T̷̞̈́͜͝L̷̮̤̺̋̋A̴̘̝̟͂S̴̻̓ ̸̰͕̈́̌I̶̟̣̺̽͊͑S̷̡͚̤͛̉͠ ̵̘̝̤̌T̵̪́̈̿Ȓ̴̢͝Ȗ̴̠̫͓̐T̸̘̉Ḩ̸̝̋.̸͎̖͇͒́̾"**

As did imagining himself punching this 'Atlas' bitch in the face. He didn't know what she looked like, but once he found her, he'd introduce her to the 'friendly' end of his pistols.

" **A̷͇̜̿ͅT̸̺̫͍͂̋L̸̢̗̽́͗A̸͍̚S̴̳̪̥̽ ̷̡͈̇̏I̶̭͋̈́̕S̴͉̺̄͗͂ ̷̨͒͋J̸̦̤̙̿Ù̴̢̥̪̈́̚Ş̴̢̬̑̐T̸̀͗́͜I̴̺̩̤̿C̵̜̞̥̏Ȩ̸̻̈̓.̵͉̽̔"**

And he _would_ find her once he was free.

Rescue was coming.

" **Á̶̲̆ͅT̸̜̦͊ͅL̸͎͔͐͘Ã̵͙̤͒̄ͅS̸̯̙͖̾ ̴̙̯̼̎̊̈́Ĭ̵̮̹S̷̖͂ ̴̧͕͇̈̽L̵̨̒͠A̴̭̘͋̈̔͜W̸̧̺͔͌̌͋F̵̹͖͍͋Ų̶̥̅Ļ̴͚̎̀N̴̤̥͎̋̅E̶̦̬͑Ṣ̵͇͆͠S̶̜̽͑.̷̧̭̕"**

He just had to hold out.

" **Á̷̫̊̚T̸̢͔̼͐̒̃L̴̹̻̅̈́À̶̢̬̂̄ͅS̸̥̳̓̈́ ̷̟͙̽̉͑ͅḮ̶̳̖̥̋S̷̙͚̹͝ ̵̥͙̌̄E̶̺̖͐̇T̴̰̅͑Ė̴͓R̴̨̜̕N̵̯̈́̃͠A̷̝̓L̶̥̻͙̆̔̔.̷̣̊"**

Just a little longer.

" **A̸͓̟̖̐̋͝T̸͈̩͚̈L̴̹͆̉͛A̷̩͙̐̈͠S̸̙͛ ̴͖͛̓͘Į̷̛̖̈́̓S̸̖͍͆ ̴͔̪̿̉ͅA̵͔͚̔̕L̵͕̠̹͝W̸̲̌̃̚A̸̟̣͛͠Y̶̝̺̼̾̈́͊S̷͉͇͖̿͊ ̸͖̹̭́W̶̻͊͒͐A̵̲͌͂̕ͅT̵̟͍̍̇C̶̨̩͕̅̓̀H̶̬̅͠Į̶̒̽̚Ň̶̙̜̌G̴̻̟̹͆̀̆.̶̭̦͗͑̓"**

XXXXXXX

 **A/N: Woo. This was a doozy.**


	10. Waiting Game

**Chapter Ten: Waiting Game**

England stood by the window of their new quarters, glaring out it at the people below. A mother called to her two children, telling them not to wander off. An old man hobbled along, smiling politely at the people he passed. A couple walked by, arm-in-arm as they laughed together. They hardly blinked at the numerous human and robotic soldiers standing at every corner, passing by the guards as if they were part of the decor. At first glance, nothing seemed too strange. But England could already see the dirty, crimson-stained cracks in the pretty white streets.

It wasn't just the large number of soldiers, but the robotic ones that also concerned him. Had Atlas learned _nothing_ from Beacon and the virus? Weiss's reassurances that the robots were improved did not comfort anyone. And that was not the worst of it.

With every conversation and peek into the minds of Atlas's people, England despised the Kingdom all the more. Speaking with the 'average' citizen was certainly eye-opening, giving the outsiders small, unintentional insights into the things they would normally not see. To the people of Atlas, such things were completely normal. But to the nations and a majority of the Huntsmen and Huntresses, it was anything but.

Qrow sat leisurely on the couch in the living room, hands locked behind his head. "So. What have we learned?"

"The people of Atlas hate Faunus." Blake muttered.

Qrow sighed. "We already knew that, Blake. But thank you for your input."

"They were going to arrest her for no reason!" Ruby said indignantly.

"That's Atlas." Qrow replied dryly. "If you act in a way the military doesn't like, you're 'disrupting the peace', especially if you're not one of the elite."

Ruby's shoulders slumped. "I think it's worse than that. This one lady wanted you to be taken to the 'Transformation Institute'." She flicked her fingers in quotation marks.

Alarm bells rang in England's head and the nations exchanged worried glances.

"The _what_?" Jaune asked.

"The Transformation Institute. It's some kind of program to educate and reintegrate criminals back into society." Ruby explained.

"I heard about that too." Nora mentioned.

Oh, how England hated that his instincts were right. The alarm bells became shrieking sirens at Ruby's wording. He was not the only nation to understand the truth.

"Oh, Maple." Canada breathed. "It's a reeducation camp."

A few of the nations recoiled and a shiver passed through them all.

"You've got to be kidding me." Qrow groaned. "What the actual _hell_ , Jimmy?"

"What's a reeducation camp?" Oscar asked timidly.

"It is a place where the government reconditions 'political dissenters' into believing in their cause." Russia said flatly.

"…What?" Oscar whispered.

" _Brainwashing_ , Oscar." England said flatly.

"Isn't that a leap in logic? We don't have any evidence for this." Weiss blurted. Her hands gripped her new skirt, crinkling it between white-knuckled fingers.

"Weiss, trust me; It's a reeducation center." Canada said solemnly, looking her straight in the face. "It's obvious Atlas has become a military state. Add that to their other… recent decisions and political habits and you have the recipe for a _totalitarian_ state, complete with centers to 'reeducate' unwanted dissenters to 'keep the peace'."

"Holy shit we're in a dystopia." Yang croaked.

"A dystopia covered with pretty white halls." Russia said. His eyes grew shadowed. "That is how they ensnare you. Everything seems fine, the rules get a little stricter bit by bit, certain people are targeted, and then one day—" He snapped his fingers. "—you realize the hell your world has become."

Qrow cleared his throat. "Okay, kiddos and nations. You know how we need to be careful? _Be. Careful._ No causing trouble. No making a scene. I know I'm not usually one to say this, but no picking fights. Do _not_ give them a reason to arrest you. If Ironwood is involved we have no allies to bust us out of jail."

"Should we confront Ironwood?" Blake asked boldly.

"Sure. If you want a one-way ticket to the Institute." Yang said sarcastically.

"I can't believe this." Weiss said faintly. "Is this real?"

England glanced at the girl and quickly looked away, pretending not to see the glassiness of her eyes. Ruby hugged her partner tightly, leaning her head against her shoulder, and Weiss belatedly hugged her back with the lethargic movements of someone whose thoughts were elsewhere.

"Didn't Atlas try to suppress people's emotions in the past?" Nora mentioned. "I remember learning that in history class. It was one of the things that caused the Great War."

Canada winced. "It was Mantle that did that. Atlas didn't exist as a Kingdom yet. But I wouldn't be surprised if the… _procedures_ went to Atlas with the capitol."

He shuddered, and England wondered if he was seeing Mantle's memories of some of those 'procedures'. He wished he could take those awful memories from his brother, but unfortunately— although the defunct Kingdom was gone— Mantle's memories and Semblance would remain.

"What are the chances Romano, America, France, and Australia are there?" Italy asked quietly.

"Pretty high." Qrow admitted reluctantly. "An 'Institute' is a great place to hide people you don't want to be found."

Italy's jaw quivered. England could not tell if it was from fear or rage. Maybe it was both.

Weiss jolted upright, eyes round with panic. "My sister—"

"I'm sure she doesn't know about the center." Yang rushed to reassure her.

Ruby nudged Weiss. "Yeah. I know your sister can be a bit stern but she'd never agree to…" She trailed off, skin blanching. "I-I'm sure she doesn't know. She's on a mission."

"She'd _better_ be on a mission." Qrow whispered.

Only England and Japan seemed to hear. The two exchanged a glance and England had to look away from the haunted look in Japan's eyes. The nations all knew how dangerous their situation truly was now. England could only hope that America and the frog would flaunt their usual stubbornness and hold out until they were found.

"So what do we do?" Yang demanded. "I doubt the Transformation Institute is open for tourism."

"If it is, it's just a false front set up to make people see how 'lovely' it is." Canada growled.

Qrow looked to England, leaving it to him.

"For now, we keep gathering information." The nation decided. "We can't charge into the Institute half-cocked and unprepared. We don't even know where it actually is. But if we fail to make any progress…" He trailed off, reluctant to finish.

Qrow sensed what he was going to say. "We might have to send a person inside."

XXXXXXX

"Hello, Vacuo."

France blinked.

He blinked again.

A third time.

His vision never cleared. His world remained dark. He should be scared. Instead he felt… drifty. France blinked lethargically, belatedly noticing the metal around his wrists, neck, and ankles. Even that did not concern him, leaving him to sway like a leaf in a soft wind.

"Vacuo?" the woman with the pretty voice called. "Can you hear me, Vacuo?"

France forced his lips to move. They felt swollen, as did his tongue, which settled strangely in his mouth like it was made from lead. "N't… V'cuo…" he slurred.

The woman chuckled. "Of course you are Vacuo, Vacuo. Have your forgotten things again?"

Were France's eyes open or closed? He could not tell. Why couldn't he see? He felt… cloth over his face. A blindfold? The inside of his right elbow burned. Strange. He had not noticed that before. It felt like a needle. An IV?

The drifty haze receded and panic gripped France's throat. Drugged. He was _drugged_ , blindfolded, and bound to a chair. That was why he could not move or see. That's why the fog threatened to swamp him. It receded further as his body fought against it and he struggled against his bonds, breathing sharp and panicked.

The woman sighed. "It's wearing off again. Up the dosage." she commanded, voice clipped and no longer pretty.

"Ma'am, we don't want to risk him overdosing." A male voice protested.

"I told you, he'll survive it." The woman growled. "Now _up_ the dosage." France heard a creak and when she spoke again, she was much closer, leaning right next to his ear. "Calm down, Vacuo." The woman soothed. "You are safe here."

" _Not_ Vacuo." France said, stronger this time.

There was a pause.

"…I know." The woman admitted. "As do you. For now."

Memories returned in a rush. His, America, Australia, and Romano's capture at the hands of Atlas soldiers. Awakening in a cell with the latter two nations. Constant drugging, only for the soldiers to change their schedule seemingly at random one day. They put a gag, blindfold, and headphones on Australia. Later they dragged France out of the cell and to a different room. As far as France could tell they left Romano alone, though he could not believe so with certainty anymore. He could only hope they had not discovered France had activated the brown-haired nation's Aura.

"I know— what you're trying to do." He croaked, limbs shaking as someone put more drugs into the IV.

It pierced his veins like tiny shards of ice, leaving numb cold in its wake, and he gritted his teeth, back arching slightly as he struggled not to scream. He could feel the woman's eyes on him, could clearly picture her cold expression, for he'd seen her when he had first been brought in to this hellhole. She was an enemy— maybe _the_ enemy— so he recognized her on sight.

"Knowing will not help you." Atlas said coldly.

Fingers brushed against the blindfold, pulling it down over France's nose, and he glared into apathetic blue eyes with as much hatred as he could muster.

Atlas smirked. "Awareness means nothing when this—" She tapped the IV dripping poison into France's veins. "—will take all that away. Your sharp little mind will crumble eventually, and then you'll believe everything I say, _Vacuo_."

France's heart hammered against his ribs, fluttering like a terrified bird trying to break free of its cage. He knew her plan without her having to say anything. He wanted to curse her, to demand how she could be so cruel, but his curses would run off her like water and he already knew how ruthless Atlas could be.

So he settled for glaring until she yanked the blindfold back over his eyes, returning him to the darkness. And although France was terrified of what the future might hold, he would endure. If Canada and America could survive Atlas and escape, so could he. He refused to bow to the heartless witch that caused his brothers and Earth so much pain.

"You won't win." He croaked, facing the direction he heard her footsteps in. "My friends will come for us, and they'll _burn_ your Kingdom to the ground. You've signed your death warrant. Do you hear me, Atlas? You'll pay! _You'll pay for every life you have ruined!_ "

She did not respond, and France heard a door lock with a click.

XXXXXXX

Canada sat alone in the kitchen area of their latest 'home', silently contemplating the cup of water he held. It sat warmly in his palms, its chill long lost from the time he had held it. Carefully, he cooled the glass and the liquid within, watching a layer of ice form over it. He gently prodded the ice with his finger and it broke apart, clinking softly against the sides of the cup. Canada took a gentle sip and sighed.

"Matthew?"

Canada looked up, gaze resting on the silhouette standing at the edge of the hall. He did his best to smile welcomingly. "Hello, Oscar. What are you doing up?"

The boy crept into the kitchen, sock-covered steps soft and muffled on the tile. "Um. Doing the same as you, I suppose."

He gestured awkwardly at the glass Canada held. The nation set it down and went to the cupboards, pulling out a new glass. He then padded over to the fridge and pulled out the jug of water

Oscar realized what he was doing and his cheeks reddened. "I can do it…" He trailed off as Canada poured a glass of water and set it in front of him. "Thanks." The boy mumbled and took a sip.

Canada returned the water jug to the fridge and sat across from him, noticing how Oscar avoided looking at him. With his shoulders hunched and the cup grasped in both of his hands, the boy looked uncomfortably young. Canada knew he was not much younger than Ruby, but unlike Ruby, Oscar did not have much of a choice about joining their fight.

 _Just like America had no choice…_

The glass in Canada's hand frosted over.

Oscar jumped, gaze locking on the glass. "You still have Mantle's Semblance?" he asked, then slapped his forehead. "Dumb question. I knew that."

Canada smiled politely. "It's not a dumb question." He said. "The situation is… a strange one. Mantle and I merged, and Mantle fell…"

 _The roar of crumbling stone tore through Canada's head and rocks fell on top of him, burying him alive. They pressed down on his chest, snapping his ribs like twigs. He tried to scream but dust and ash filled his mouth and lungs, choking him, and just when he thought he might suffocate, the Dust around him detonated—_

Canada sucked in a sharp breath, forcing the memories away. "It almost took me with it."

Oscar went silent, contemplating his water with glazed eyes. "Ozpin wants to talk to you." He whispered eventually.

Canada swallowed the lump in his throat and nodded hesitantly. Oscar closed his eyes and green light flared over his frame. When they opened, they briefly glowed gold, and his posture shifted into a more confident pose.

"Matthew." Ozpin greeted.

" _Canada_." He said coolly.

Ozpin winced and set the cup of water down, folding his hands in front of him. "We must talk."

Canada dropped his gaze, glaring at his frozen water as he slid it from hand to hand. "Then talk."

The former Headmaster paused, releasing a weary sigh. "I'm sor—"

"I'm not the person you need to apologize to." Canada said coldly.

"You are not the _only_ person I need to apologize to." Ozpin corrected. Sharp eyes caught Canada's. "I truly am sorry, Canada. I had no part in Atlas's actions, yet I feel… responsible."

"I'm not angry at you because of Atlas." Canada said flatly, hands tightening around his glass.

Ozpin said nothing, waiting for him to continue.

Canada took a breath, and locked eyes with the reincarnating Headmaster. "I'm angry with you… because you pretended Alfred had a _choice_. You convinced him to keep Vale a secret from me, and for _what_? If I had known from the start, we could have prevented so much. He wouldn't have run away _crying_ when Japan and I _implied he should sacrifice himself_ , he wouldn't have been _shot_ , he wouldn't have been _in the hospital_ when the attack started, he wouldn't have been left alone with _you_ , and he wouldn't have been _lost_."

Surprisingly, Canada did not need to struggle to keep his voice low. It stayed quiet while every word simmered with the bubbling fury he could no longer deny.

Ozpin took his rage with grace. "Perhaps." He murmured. "I… thought it was for the best."

Canada glared at him. "Don't. Even. _Try that_. I know how you operate, Ozpin. You're not the only person older than they look in this room. You think keeping secrets will keep people safer but it only _hurts them_." Tears pricked at his eyes. "I wasn't there for my brother when he needed me because of secrets. I've lost him _multiple times_ because of secrets. He ran away because Arthur kept a huge secret from him." He grasped the countertop, uncaring when ice shot over the marble. "Yet everyone _keeps cultivating_ _secrets_. You didn't tell Ruby and the others about us. You don't give information until its already too late. You're driving your own people away and you can't even see it. When will you _learn_?"

Ozpin shifted, hands settled in his lap. "When people know the truth, it could cause—"

"Don't." Canada spat. "Just… _don't_." He stood abruptly, giving his frozen water a disgusted glare. He resisted the urge to throw it and gently placed it in the sink. "I have nothing else to say to you. Goodnight."

Without waiting for a reply, he left Ozpin alone at the counter.

XXXXXXX

America's eyes cracked open and immediately shut. He sighed, the breath rattling through his heavy chest. It would have been easy to fall back asleep. He was tired enough. But even though he was stuck in one place again, he could not spend the day in bed doing nothing. He had preparations to make. America reluctantly opened his eyes again and saw dull green eyes mere inches from his face. He shrieked, jerked back and fell off the bed, landing on the floor in a heap of blankets and limbs.

"Penny!" he yelped. " _Why_ do you keep doing that?!"

The robot leaned over the bed to stare at him expressionlessly. "My mission is to protect Alfred F. Jones. Thus I must—"

"I know." America said, interrupting the coming spiel he had heard every few hours for the past few days. He got off the floor and dragged a hand down his face, yawning. "How's the weath—" He looked outside at the whiteout. Something close to panic stirred in his chest but he swallowed it. "I guess we're still trapped in the mansion."

"Affirmative." Penny agreed.

America did not reply. The wind outside howled, shrieking like damned souls as it rattled against the windows. America shivered and pulled his coat tighter around himself. He silently went out of the room and to the bathroom, trying to ignore the way his footsteps echoed in the empty mansion.

It had been five days since he activated Penny, and his cold cell had been traded for a golden tower. The mansion was leagues nicer than the cold room he once resided in, but he was no closer to freedom than before, now trapped by the elements instead of people. Complete with a new guard.

America felt guilty for even thinking such a thing, but Penny followed him _everywhere_. At first he had appreciated having non-hostile company, but that happiness had been quick to drain. Her unblinking eyes never strayed from him, always watching, and it had moved past unsettling into creepy and panic-inducing. It did not help that the mansion was completely empty except the two of them and the bodies downstairs. The fact that America emerged from a shower yesterday to see Penny standing there, with the robot claiming she disposed of them only made it worse.

It might be America's paranoia talking but it was like having a robotic stalker. Who watched him constantly, including when he slept. And who grabbed him and wrapped him up in wires whenever she thought there was a threat. And who made unintentionally homicidal-sounding comments.

 _How did this become my life?_

The only place Penny gave him any privacy was the bathroom, and it had taken a while for her to even give him that courtesy. Before that, she tore the door off its hinges when he tried to shut it, stood behind him and stared at his back as he got dressed, and overall had no qualms of yanking the shower curtain aside when he was in there, apathetic to the way he flinched in preparation for a blow.

Eventually, the stress of her constant presence had… _gotten_ to America.

" _My mission is to protect Alfred F. Jones." Penny stated when America asked her not to watch him sleep. "That means observing Alfred F. Jones at all times."_

" _My mission is to protect Alfred F. Jones." Penny stated when America begged her to let him go into the bathroom alone. "That means observing Alfred F. Jones at all times."_

" _My mission is to protect Alfred F. Jones." Penny stated when America gathered his courage and tried to explore the basement he had been trapped in for so long. "That means observing Alfred F. Jones at all times."_

" _My mission is to protect Alfred F. Jones." Penny stated after breaking down a door he'd shut in her face. "That means observing Alfred F. Jones at all times."_

" _My mission is to protect Alfred F. Jones." Penny stated over and over and over. "That means observing Alfred F. Jones at all times."_

 _America set his cup of water on the table with shaking fingers, forcing himself not to look up from the polished wood. He regretted taking that last drink as the tight feeling in his gut became a painful pressure. He shifted in his seat and reluctantly rose, stepping towards the door of the kitchen._

 _Penny was at his side in an instant. "Where is Alfred F. Jones going?"_

 _America took a calming breath, struggling to keep his voice even. "The bathroom."_

" _I will accompany Alfred F. Jones." Penny stated, as she always did._

 _America's lips thinned. He mashed them together more forcefully to hold in a frustrated scream. "Penny, I've told you. I can go alone. You being there makes me uncomfortable."_

" _My mission is to protect Alfred F. Jones." Penny stated. "That means observing Alfred F. Jones at all times."_

" _You don't need to watch me when I'm going_ _ **pee**_ _." America snapped, and it might have been funny if he didn't feel so close to crying._

 _He shook his head and stormed to the bathroom down the hall, shutting the door. It barely clicked shut when there was a creak and it was forced open, snapping off its hinges. America looked from the broken door to Penny, who stared back neutrally._

" _My mission is to protect Alfred F. Jones." Penny stated. "That means observing Alfred F. Jones at all—"_

Things went blurry after that.

America suspected he _might_ have had a panic attack. He did not remember much of it, only the world going gray as his chest hurt and he collapsed to the ground. He'd woken in bed with Penny standing beside the mattress, staring at him. The sight had been enough to make him burst into tears.

Once he had calmed down, he'd done his best to explain what was wrong to the ignorant robot. It had taken many firm statements about how he _needed_ that space to himself or his stress levels would become high enough to threaten his health— a very real danger at that point— to get her to allow him to go into the bathroom alone.

Needless to say, America always stayed in there much longer than necessary.

Once America was done with his shower, he sat on the closed toilet lid and pulled out the Scroll. He couldn't use it to call any of his friends. He'd tried the first day in the mansion. It turned out he could not call a number he did not remember, and the numbers he did remember were on another planet. And if the people who owned them were here, their phones likely were not, with the nations assuming they probably wouldn't work because of the lack of signal.

Even Ruby was out of reach, having typed her number into his old Scroll herself. America only caught a glimpse of her number once, and it wasn't close to being clear enough for him to put it in the Scroll. He supposed that limit made sense. He couldn't magically manipulate something if he didn't know what it _was_ and had no way to retrieve that information.

With that possibility out of reach, he moved on to his real reason for hiding from Penny. Research. Research she could not find out about, lest she stop him. He brought up the pages he needed, carefully looking over each one. He did not want to pull them up outside where Penny might see them. She could ask questions and put two and two together. He couldn't have that.

He put the Scroll in his pocket and exited the bathroom. Penny waited across the hall, as she always did. She fell into step beside him.

"What will Alfred F. Jones eat for his required morning sustenance?"

"I'm going to skip breakfast, actually." America said.

Penny frowned. "According to my databanks that is not healthy."

America would beam at her concern if she said that _out of concern_. She didn't. He'd learned that the hard way through trial and testing. The body and most of the memories of his friend Penny were there, but the soul and emotions were not. He tried not to think about it. He didn't want Penny Mk II to see him cry again.

"I'll be fine. I'm just not very hungry at the moment. I'll eat later."

"What is Alfred F. Jones's destination?" Penny asked, for she must know in order to watch Alfred F. Jones at all times, as her mission dictated, as Alfred F. Jones had been told _repeatedly_.

"The workshop." America told her freely.

The mansion had as many rooms and surprises as his back on Earth. It had bedrooms, labs, training rooms, and offices, and if America could forget the cells downstairs, he might love exploring it. As it was, he usually kept to as few rooms as possible, feeling like he was trying to live in a haunted house rather than an actual home.

He lingered in the bathroom whenever he needed space to breathe. He slept in one of the unused guest rooms— not even entering Polendina's room. He ate in the kitchen and avoided the large dining room. He checked out the garage that held a few small airships that weren't going anywhere in the storm. And he poked around the official labs that actually showed up on the mansion's blueprints and cameras, unlike the dungeons far below.

If America did not feel so conflicted about Polendina, he might feel sorry for the man. It must have been lonely, living in this big house with no one else. But he couldn't forget what the doctor had tried to do to him. He tried to steal part of America's _soul_.

Days later, the reality of what nearly happened to America still made him want to vomit. It was a good thing he had not eaten yet. The nation swallowed roughly and smiled at Penny. He did not know why he bothered. She didn't need reassurance that he was 'okay', so why was he pretending?

"I will accompany Alfred F. Jones to the workshop." Penny stated.

America forced his smile to stay in place. "Hey, Penny? You know that 'space' we were talking about? I need some today. Just for a few hours, in the workshop."

"Why is this a requirement?" she asked.

"I'm working on something and I'd feel more secure if I had the space to do it." America said vaguely. "I'll be using my Semblance and I don't want you to get hur— damaged if you come too close."

Penny's expression remained blank as she processed his request. "Acknowledged." She stated. "While Alfred F. Jones's weather Semblance is a potential physical threat by 68.2 percent, Alfred F. Jones's technopath Semblance has a one hundred percent capability to interfere with my processes. I will stay outside the workshop."

America's smile grew less forced. "Thank you."

He ignored the twinge of guilt at his lies. The first day, he had explained everything to Penny. Vale, Atlas, Relics, Earth, Salem, Polendina… all of it. She had not commented or emoted the entire time, merely logging the information into her databanks and inquiring about the status of certain hostiles. She seemed oddly interested in the alignment of James Ironwood; though if America had to guess, it might be due to her many emotion-locked memories of the General. Ironwood might be the person Penny Polendina spent the most time with before Pyrrha accidentally—… before.

That being said, his project had nothing to do with either of his Semblances and everything to do with Vale's Aura itself. Not that he'd tell Penny that. He'd let her assume. Or… pull up the most probable reasons or whatever she did.

Finally alone in the workshop, he got to work. There had been little to do in the mansion due to the storm, so America had spent most of his time doing research. The intelligence gathering on Atlas, Ironwood, the state of Remnant, and the Transformation Institute was all done in Penny's sight. But the research he needed for today was not.

Metalsmithing was not his thing but a small circle with a special mechanism inside was easy enough to make once he looked it up. So he planned. He researched. He studied. He pondered. He designed. And now he would create. Polendina had everything America needed laying around, from a bunch of elements, to metal, to chemicals. He gathered what he needed, placing a few things under the work bench in case Penny came in. As he melted down a few small pieces of metal, Amber spoke.

" _Are you sure about this?"_ she asked.

 _Yes._ America watched liquid metal fall into a mold. _Are you having second thoughts?_

" _No."_ she admitted. _"I am as willing as you."_

America dunked the small bits of metal into the water, watching them cool. _You don't sound it._

" _I am."_ Vale swore. _"Though I admit the idea makes me uneasy, I know it's necessary."_

 _For the record, it makes me uneasy too_ , America said, ignoring the way his stomach twisted into a pretzel. _But I can't let someone use me again._

It was this latest bout of abduction and isolation that made America accept his future. What he found out during his information gathering had only compounded that acceptance. Polendina had indeed been working with someone named 'Watts' _and_ with Atlas, with both forces seeking to capture the newest Vale. One group wanted America for Salem and the Relic-retrieval mission, and one group wanted him for 'safekeeping' and possible reconditioning. They would not stop hunting him until they fell or he was in their clutches.

America needed to ensure he could not be used for his enemy's goals again. He obviously could not kill himself when facing capture, but he could at least _delay_ the enemy's plans. In hindsight, he should have taken proactive measures sooner.

America carefully blew on the small metal ring, gently icing it over in order to cool it off. He turned to the other piece of his design and cooled it as well, taking a breather while he waited for the metal to stabilize so he could put it all together.

" _You know this won't help if they have an Aura-draining glove, gauntlet, or Grimm."_ Vale mentioned.

 _I'm aware of that, but it's better than nothing_.

Penny tapped on the door and America jumped, tensing. "It has been a few hours. Do you require my assistance?"

"No, Penny." America called. "Thanks."

He heard her retreat and sighed in relief, turning back to his creation. He picked up a pair of tweezers and carefully placed the small, needle like piece inside its slot in the ring, using a tiny screw to hold it together. That done, he held his little creation in his palm. It looked like a normal ring. It was a simple, mostly smooth metal circle, with seemingly nothing special about it at all.

In reality, it was hollow, with a tiny mechanism that would eject a needle when pressed. America swiped at the side and smiled when the sharp edge popped out, pricking his finger. A droplet of blood dripped down his hand.

" _It works."_ Vale praised.

 _We don't know for certain yet._

America reset the needle, got some water from the bucket and carefully filled the hollow ring with the liquid. He placed it on his finger and swiped the side with his thumb, releasing the catch and the needle ejected, jabbing his skin and dripping water into his blood. America smiled thinly and emptied the ring, heating it carefully in his palm to evaporate any lingering liquid.

Once the metal was cooled again, he reached under the bench and grabbed what Penny could not be allowed to see. Warning labels and skulls littered the sides of the package ominously, but the thousands of warnings about the dangerous nature of its contents were exactly what he needed. The poison itself was one many people knew of.

Hydrogen cyanide.

One drop of the concentrated poison in America's bloodstream would make him pass out within seconds. It was fast-acting, it was deadly to normal humans, and it would wreak havoc on his systems, shutting him down faster than he could say 'You lose'. America wouldn't die, of course. But he'd need time to heal. Poisons were always tricky and took a while to disperse from a nation's body. The drop would be enough to keep him knocked out for at least a few weeks on its own. Add in his psychological issues and he'd possibly be out for a month or two.

It was far from perfect but it was all he had. America was just glad Polendina had some laying around his lab. He tried not to think about _why_ the doctor would have such a poison on hand, though one of the more ominous reasons came to him anyway.

If he checked the man's body, would he find a tooth with cyanide fillings?

America shoved such thoughts away, focusing on carefully putting the cyanide in the ring. He slipped the tiny needle back into place, careful not to prick his fingers. That done, he put the ring on his right forefinger. It sat innocently on his hand, a simple if rugged accessory with no deeper purpose. Everyone would see it but would be ignorant to why it was there. That was exactly the point.

It America was about to be captured again, it would only take one swipe of his thumb against his forefinger to keep him comatose for months.

" _I know I said this before, but are you_ _ **sure**_ _about this?"_ Vale asked again. _"To willingly_ _ **poison**_ _**yourself**_ _…"_

 _It's the only way. I don't have the option of dying to keep Vale's Aura— and the Relic of Choice— out of the wrong hands._ America reminded her firmly. _If I simply hurt or 'kill' myself, I'll heal and wake up within days. Cue the torture and threats. I can't have a repeat of past mistakes. I don't know how long I can hold out next time. I need something to keep me out of enemy hands for a while. If not physically, then mentally._

" _You will wake up eventually."_ Vale said softly.

 _Yes, but this will give everyone more time to maybe rescue me. And if no one comes… it will delay our enemies' goals at the very least._

" _Unless your captor has_ _access to Aura-draining tools."_

America winced. _Which is why I'll ask England for something stronger when we find him. He probably has a spell that can protect my Auras_ _ **and**_ _keep me under._ He chuckled, the sound hollow and small in the empty workshop. _I'll be a real Sleeping Beauty._

Vale was silent for a long time, and they both contemplated the innocent-looking ring. Memories of helpless unconsciousness prodded at America's mind but the two refused to let Amber's time in the pod sway them. They couldn't sacrifice their lives for their worlds, but they'd sacrifice everything else they had to keep their loved ones safe.

" _Can you ask such a thing of him?"_ Vale asked eventually. _"You'll be asking him to essentially put you into an indefinite coma. Can you ask your big brother to do that to you?"_

America thought of what he had gone through in the last year.

The apathetic cruelty of Atlas.

His dissections at the hands of the scientist.

The brutal rage of Torchwick and Neo.

Raven slitting his throat.

The hypocritical malice of Polendina.

Days of silence and isolation.

The soldier carving 'Sacrifice' into his back.

 _Yes. I can._

Once he found his older brother, he would convince him that drastic measures were required for the sakes of Earth, Remnant, and America's own sanity. Until then, the ring filled with poison would be his final act of defiance in the face of capture. Any other outcome in such a scenario was unacceptable.

America would _never_ be a helpless prisoner again.

XXXXXXX

The forest of Kielder stretched for miles in Northumberland, England. Once an open moorland, it was first planted in the 1920s and grew to be the 250 square mile forest it was today. Sitka spruces were the predominate tree found in the area, standing tall with their needles high above a human's head. So although there was foliage and grasses, it was not as thick as in some forests, allowing travelers to see between the trees with more ease then they might elsewhere.

A single gunshot rang out, sending a few birds fleeing into the sky. Hungary watched a Beowolf disintegrate into dust and lowered her rifle.

"Got one." She calmly reported into her communicator.

Beside her, Korea aimed and fired. Another Beowolf fell, and its companions spun in circles, not yet spotting the nations. One thing Hungary had come to appreciate about normal Beowolves was they tended to stay in their packs and move as a group. It made finding and picking them off easier.

She and Korea killed two more Beowolves each before the Grimm finally realized where they were. The Beowolves charged towards the nations, who rose out of the limited foliage they had covered themselves with and stayed in place.

"They've spotted us. Get ready." Hungary said.

The Grimm ran towards the nations, paws pounding on the grassy forest floor. The nations did not flee or fire, waiting patiently. Korea bounced on his heels, finger twitching towards the trigger of his rifle.

"Stick to the plan." Hungary reminded him sternly.

Korea stopped bouncing. The Beowolves were forty-five feet from them. Then they were thirty. When they were twenty feet away, Hungary spoke into her earpiece. "Now!"

There was the sound of metal clacking against itself and a giant metal net rose from the grassy floor, ensnaring a majority of the Beowolves. A few staggered out of range but paused, snarling at the net that caught their kin and lifted them harmlessly into the air. Gunfire rained down upon them and the free Beowolves fell in droves, leaving the trapped ones remaining.

The nations of the Taskforce swarmed from the foliage and trees, firing quickly as the Beowolves snapped at the net in an attempt to escape. By the time the metal tore, a majority were dust. Five Beowolves were left. Hungary spotted telltale white bone among the black throng and cursed.

"Alpha!"

The younger Beowolves crumpled, but the Alpha took the shots head on, snarling at the nations. Seeing it was outnumbered by the 'humans', it turned tail and bolted into the forest, running at speeds no normal human could hope to match.

"Alpha's on the run!" Korea called.

The Grimm did not even pause to snarl at him, intent on fleeing into the room. Switzerland's shot hit its back but did not slow it. Nor did Finland's bullet. It plowed forward like a black tank, striking the wood off a few trees as it barreled past them. Prussia descended from a tree above its head and landed on its back, shooting it in the base of its skull. The Alpha's body crumpled beneath him, fading on the grassy ground.

Korea cheered. "Oh yeah! That was awesome."

He raised his hand for a fist bump. Hungary smiled and nudged his fist with hers.

"Don't steal my word." Prussia complained, walking up to them.

"I invented it!" Korea claimed.

Prussia's face darkened.

"Well done, all of you." Germany interrupted before a fight could break out.

"How'd we do?" Korea asked eagerly.

"Better than the Phoenix fight. _Much_ better." Germany praised.

Hungary scoffed. "Beowolves are fodder."

"Beowolves can become Alphas. And if we did not catch them in the net, we could have been swarmed." Germany reminded her. "Don't underestimate them." He picked up the net, and Hungary saw the large hole in it. "This worked well. That was a good idea, Liechtenstein."

"Thank you." She said. "We should use a stronger metal next time."

"Your idea is sound." Switzerland reassured her. "We were easily able to contain and dispose of the Beowolves because of you."

Liechtenstein smiled softly.

"At least they've avoided the cities so far." Finland said optimistically.

"But there were a lot this time." China noted. "Spawner?"

A shudder went through the nations.

"I cannot say yes or no for certain." Germany hedged. "Beowolves always travel in large packs. They simply might have all been sent through the same portal."

"England will have to thank us for clearing up the place when he gets home." Denmark said with a grin.

"Are we certain we got them all?" Lithuania mentioned.

"We'll do a sweep to make sure." Germany decided. "Split into pairs and search the area. Don't go too far. England's boss may have informed the locals we were here in order to not cause alarm, but they don't know _why_."

Hungary happily paired up with Austria, who looked uncomfortable to say the least. He did not appear to like having to hike through the woods, yet here he was anyway. Hungary expected she knew why but did not press him. They walked over grassy ground and through tall trees in near-silence, listening to the birds and other wildlife as it rustled about. The noise, more than anything, told Hungary there were not Grimm in the area. Grimm did not always attack animals, but they were frightening enough that most animals would flee upon seeing them.

She eyed Austria, lips twitching as he almost tripped over a tree root. "You know, it's been a while since we've done anything like this." she commented.

Austria straightened his glasses, grimacing at the mud on his boots. "Whatever do you mean? We've been hunting Grimm almost every other day."

"I meant you and me, on a nice walk together." Hungary teased.

Austria found another tree root with his foot and made his acquaintance with the ground. He scowled, glasses askew. "I wound not call this 'nice'." He groused.

Hungary laughed and helped him to his feet. She brushed off the dirt from his pants and smiled, hand resting on his for just a moment too long. Her smile soon faded. "You have that look."

"What look?" he huffed.

"The one where you're worried about something. Tell me."

Austria averted his gaze. "I was simply… thinking about this." He gestured vaguely at the forest around them.

"About the Taskforce?" Hungary guessed. She frowned. "Has someone said you don't belong on it?" Fire smoldered in her veins and her hand twitched towards her frying pan.

"No, no." Austria said hurriedly. "I was thinking about the Grimm. Based on what we've been told about them and have seen, I find it hard to believe they've avoided cities and towns. We've been hunting and tracking them for weeks but we have not found anything close to all of them. The Grimm are described as ruthless and seek only to kill humanity. There should have been an attack on a human settlement by now."

"…What are you saying?" Hungary asked slowly, unease replacing the fire in her gut.

Austria grimaced, running a hand through his hair and messing it up. "What if there's a reason for their uncharacteristic restraint?" Purple eyes met green and his next words made Hungary's heart sink into her shoes. "What if they're _waiting_?"

 **XXXXXXX**

 **A/N: Thanks to everyone who read, reviewed, etc!**


	11. Internal Strife

**Chapter Eleven: Internal Strife**

 _Rescue isn't coming._

The thought had haunted Romano for a while, but with each passing day, or hour, or minute it grew louder, plaguing his mind and dragging him slowly downward. France was gone. Australia was blindfolded, gagged, and wearing headphones whispering awful things into his ears that Romano could _just_ hear if he was quiet enough.

That left South Italy completely alone, without friends to talk to and only his fear for company. Except even that fear was abandoning him, slowly replaced by a hollow numbness. Thus, the repeating thought that just might be true.

 _Rescue isn't coming._

Romano leaned his head back, staring at the rocky ceiling of the cell. He'd had plenty of time to inspect his new accommodations, and if he had to guess, he'd say they were in a cave or underground. Possibly both. If he held his breath and perked his ears, he could hear distant, echoing footsteps and the occasional scream. He wondered if those screams were France or America. They were too soft to tell. But sometimes, he swore he heard women and children.

He hoped he was wrong.

He prayed he was wrong.

About all of it.

But if he wasn't…

 _Rescue isn't coming_.

Romano wasn't scared anymore.

He was _tired_.

So, so tired of the silence, of the distant screams, of the isolation, of the soldiers, of Australia's rocking and quiet sobs.

He was so tired.

He just wanted to _sleep_.

He closed his eyes, feeling a strange draining sensation in his gut, and drifted away.

XXXXXXX

The central hub of what was currently Atlas's military headquarters was one of the tallest buildings in the city. It towered over the rest of Atlas like a mountainous guardian, with only the Academy beating it in height. The Academy and the Military were two of Atlas's greatest achievements, so naturally the buildings representing them would be tall and proud, dwarfing the smaller buildings around them in their shadows. It was only because of the angle of the sun that helped cast those shadows that no one noticed the small black bird that flew over the city.

The crow sat on a ledge below a windowsill, shifting from foot to foot and giving a soft, irritated caw. Once he was certain his footing was stable, he cocked his head, listening to the voices coming from the room above.

"— you're right on schedule, General," a voice he recognized as Jacques Schnee's wafted through the window.

The slight crackle accompanying his smug tone showed he was not actually inside the office. None of the Council of Mistral were, all sitting comfily at home for the meeting. Only Ironwood was the exception, and although he could not see him, the crow could easily picture the proud General standing there, posture straight and hands clasped behind his back.

"Of course, I shouldn't expect anything else from you." Jacques continued.

"I was in the middle of something. Why have you called us to this meeting?" an annoyed female voice asked.

"As you are all aware, Mantle has fallen." Ironwood began without preamble. "We need to consider the consequences."

"Consequences? What consequences? I say good riddance to that trash heap." A female member of the Council sniffed.

"It's no real loss." The Councilman agreed. "The city was planning a rebellion."

The crow perked up, ruffling his feathers.

"We have no concrete evidence of that." Ironwood said.

"Well, we know they were planning _something_." The Councilman said. "Not that it matters. They and their little plans for rebellion are buried in the snow."

"We are not here to discuss the possible revolt Mantle was _rumored_ to be planning." Ironwood interrupted icily. "The point of this meeting is that Mantle has fallen, and the Dust underneath it is gone as well."

"Why does that concern us?" the Councilwoman asked.

"We relied on the mines there for a majority of our Dust supply." Jacques said. "Unless we find another vine, we will be forced to up the prices again. With the embargo up, my business will suffer even more!"

"And without trade with Vale and Mistral, the absence of certain goods will soon become apparent." The Councilman mused. "The general populace will start to notice just how much we don't have."

"The citizens can survive without perfume from Mistral." Ironwood stated. "Our biggest problem is the shortage of Dust. The shields rely on Dust to power them, as do the temperature regulators and Atlesian Knights. They take priority."

"But what of the people?" the Councilman asked. "All our technology relies on Dust to function. Transportation, utilities, farming equipment, even the televisions need Dust."

"We may have to implement a blackout period." The Councilwoman brought up wearily. "Every day for a few hours, all non-essential technology must be turned off. That should help us stretch out the limited Dust we have."

"We could cut off power to the slums as well." Jacques added.

The crow's feathered body tensed.

"That's a terrible idea." Ironwood growled. "Taking the slums off the grid will turn off the temperature regulators in that area."

"It would also preserve our dwindling Dust resources for those that actually _pay_ taxes." Jacques said coldly.

"The Faunus and humans in the slums deserve heat as much as everyone else in Atlas." Ironwood said, voice tinged with rage.

"Of course they do." Jacques said with false sincerity. "But I think you fail to understand how much Mantle's collapse has affected us. I had to lay off thousands of workers after losing _millions_ in that disaster."

"So there are even more jobless Faunus in the slums." The Councilman said tiredly.

"They should be grateful to still be alive." The Councilwoman said. "If they were in Mantle, they'd certainly be dead."

"Which is why we _won't_ cut off power to that area." Ironwood reaffirmed. "You speak of rebellions; Do you _want_ to antagonize those who are desperate and have nothing to lose?"

"As if they would be a threat." Jacques said dismissively. "If they are trouble, they'll be sent to the Transformation Institute like every other criminal."

"It would be helpful if we actually had jobs for those that came out." The Councilman mused.

"Do not act that naïve, dear." The Councilwoman said chidingly. "We _know_ what happens in that facility. _No one comes out_."

There was a beat of silence. The crow stayed absolutely still on the ledge, head cocked. What he wouldn't give to see Ironwood's expression…

"Such measures are necessary, as Atlas has decreed." Ironwood stated. "We cannot have discontent within Atlas. Not when we can only rely on ourselves until the threat of war has passed. We must be united against the outside world, no matter the cost."

"Of course." The Councilwoman said.

"That does not fix our power problem unless you want to throw all the Faunus in the slums into the Institute." Jacques mentioned. "Though I suppose they would appreciate a warm cell."

He was the only one who chuckled.

"For now we will move forward with scheduled daily blackouts." Ironwood stated. "All in agreement?"

There was a pause.

"Unanimous. It is decided then." There was a brief beat of silence. "It is late and I have matters to attend to. We will reconvene later to discuss the other matters."

"Goodbye, General."

There were a couple of clicks and more silence, followed by retreating footsteps. The crow cautiously flapped up by the window, looking briefly into the empty room. Realizing there was nothing else to glean by staying there any longer, he quickly flew away before Ironwood or anyone else noticed he was there.

He had a lot to think about.

XXXXXXX

"Alfred F. Jones."

America forced his eyelids apart, and his response left his lips before his mind comprehended more than a muggy, sleep-deprived haze. "I told you to call me Alfred." He mumbled as his vision slowly cleared.

Penny stared down at him, never blinking. "The storm has stopped."

America blinked and looked outside. A clear blue sky greeted him and he stared at it uncomprehendingly.

Vale was not caught in his sudden stupor. _"Alfred, you can_ _ **leave**_ _."_

He lurched out of bed like it was on fire, shoving his glasses onto his face. "We need to go."

America grabbed some clothes and Cobalt Striker and ran down the hall, and loud footsteps came behind him. Soon, Penny was at his side, head turned completely towards him and eyes never straying from his face. Unlike a human, which would look ahead on occasion to ensure they were not about to run into something, her unblinking stare did not drift away once.

"I suggest Alfred F. Jones takes care of Alfred F. Jones's bodily functions before we depart." She stated. "The ride will be long and Alfred F. Jones is not dressed for combat."

America considered the pajamas he wore and shrugged. "Yeah." Her words registered and he frowned. "Are you expecting combat?" He shook his head before she could respond. "Dumb question. We can get _to_ the city but we can't get _in_. I guess we might have to fight our way through."

"That assumption is false." Penny stated. "A way into Atlas has been procured. There is a passage under the shield." She left it at that, seeing no need to give him more information.

"Tell me about the passage, please." America said, struggling not to feel like he was ordering her.

"It is through an abandoned mineshaft that is not an abandoned mineshaft." Penny said bluntly. "The real purpose of the abandoned mineshaft that is not an abandoned mineshaft is to provide safe passage to the people of Atlas if they need to escape the city of Atlas clandestinely."

"Or for people trying to enter Atlas clandestinely." America added.

"Correct." Penny stated. "However, the abandoned mineshaft that is truly a secret passage has been abandoned by the general forces of Atlas. Only the Council and Atlas-Ciel-Soleil knows about it."

"Let me guess. So they can escape if the city starts burning?" America muttered.

"The answer to that query is not in my databanks." Penny informed him. "Would you like me to attempt to locate that—"

"It's fine. I don't need an answer to that question." America said hurriedly. "So you're saying the passage isn't guarded?"

"The entrance is not guarded." Penny said.

America grinned. "Then it's perfect! A secret passage is just what we need." A thought struck him and he frowned. "How did you get that information?"

"It was in my databanks." Penny said. She hiccuped.

America jumped at the unexpected sound and his brow furrowed.

" _Something's wrong."_ Vale said instantly. _"Be wary."_

 _Stop being paranoid_ , America chided her. "Are you okay?" he asked Penny.

"There is an error in my respiration simulation." Penny said. "I cannot troubleshoot the issue."

"You try to figure it out while I get ready. I'll eat in the airship." America said, already heading to the bathroom.

He showered as quickly as humanely possible, looking out at the clear blue sky. The weather in Solitas was unpredictable. It was always icy cold, and the blizzards came and went with no rhyme or reason, as if some greater power decided it simply wanted to bury the continent today. They might only have a small window to get out of the house and to Atlas.

When America got out of the bathroom— dressed in his usual outfit and with Cobalt Striker in its holster— Penny was waiting for him.

" _Do you think we can leave her behind—?"_

 _You know we can't, Amber._

" _I don't trust her. She might betray us."_

 _She won't._

" _You don't know that."_

"I have packed the airship with food, Dust, and other essentials." Penny stated, oblivious to the argument going on in America's head. "If we become trapped in a blizzard, we should last several days though Alfred F. Jones's bathroom privacy breaks will be impossible."

"I'll deal." America assured her. "Now that we can go somewhere I'll be okay."

"My compiled information on 'PTSD', 'anxiety attacks', 'depression' and other psychological issues suggest they will not cease when we leave." Penny stated.

America flinched and gritted his teeth, sucking air between them. "We really need to work on your tact." He said wearily. "And I don't have any of those things."

" _I think she should add 'unhealthy denial' to that list."_ Amber said dryly.

America ignored her.

Penny said nothing, merely staring at him with her dull, unblinking eyes. They got into one of Polendina's small airships, and the fact that America finally got to pilot one was slightly marred by the detail that Canada was not there to see it. America ignored the ache in his heart and started the vessel, putting his hands on the controls. He would reunite with his twin soon. But first, France, Australia, and Romano needed him to be their hero. Then they could all go home …

Well, _they_ could go home. America couldn't. He couldn't leave Remnant until the war with Salem was over. He knew that now. But he could at least save his friends and send them home.

 _Hang on, guys. I'm coming._

The airship lifted off and soared into the bright blue sky, leaving the empty mansion behind.

XXXXXXX

Oscar jabbed the cane into the air in front of him, sticking out his tongue. He adjusted his foot and stabbed again, following the blow with three quick strikes. He went to a few dummies set up for practice and settled back into his stance. He rapidly struck it in the throat, chest, and stomach, causing the areas to flash red.

" _Well done."_ Ozpin praised. _"You have gotten quicker. However, I think you hold the risk of biting your tongue."_

Oscar noticed he'd been sticking it out the corner of his mouth and reddened. He corrected himself, trying a few hard swings as Ozpin murmured advice in his mind. He finished with a leap, twisting in the air to put as much force as possible behind the blow, and accidentally beheaded the training dummy. Oscar stared at the head as it rolled across the floor.

"Oops." Oscar said.

Ozpin chuckled. Slow clapping came from behind him and he looked to the door. Yang leaned against the doorframe, continuing to clap as her lips twitched. Oscar stood straight and gripped the cane in both hands.

"How long have you been there?" he asked nervously.

"A while." Yang pushed away from the door and walked to stand next to him. "You're improving a lot."

"It doesn't feel like it." Oscar admitted. "You're all so much better fighters than me."

Yang frowned and poked him in the shoulder, sending him staggering back a step. "Hey, don't downplay your progress. You're learning fast." Her eyebrow quirked knowingly. "Don't worry about being a liability or something."

" _I agree."_ Ozpin said.

Oscar's cheeks reddened further and he ducked his head, scuffing his foot on the ground. "Thanks. Um. Not to sound rude but why aren't you out with the others?"

Yang's kindness vanished like a snuffed-out sun, leaving something cold and dark behind. "I don't know if I should be walking around Atlas. And I wanted to talk to Ozpin. Alone."

Oscar's shoulders slumped. "It seems like that's all you guys want sometimes."

Yang winced and her dark aura receded. "Sorry."

"It's fine." Oscar said, smiling awkwardly. "I know he's more useful than me right now."

Yang's violet eyes softened. "Hey, don't be like that. You're plenty useful. And you're much better company than that old coot."

Oscar blanched, but relaxed upon hearing Ozpin chuckling in his mind.

" _She does have a point."_ He agreed. _"May I?"_

Oscar nodded hesitantly. "Give me a sec."

He closed his eyes and exhaled, touching the strange presence at the edge of his consciousness. If someone asked him to describe it, he would only be able to say it was Ozpin or his magic; a big, ancient entity he could not begin to comprehend. Green light flared and Oscar sank into the background, able to see and hear the outside world but unable to interact with it. The switch was less unsettling than it used to be and Oscar supposed he was growing used to the weirdness of his new life.

Golden eyes opened and Ozpin smiled. "Hello, Ms. Xiao Long."

Yang's expression remained closed. "Hey."

Ozpin set the tip of his cane on the floor, clasping both hands on top of it. "You wished to speak with me?"

Yang's lips thinned like she was trying not to scowl and her hands clenched around her crossed arms. "Yeah. Something's been on my mind for a while, but I never had time to ask. Whenever I did, Ruby and the others were near." Violet eyes turned red. "No one else has said it so I will. You let us think our friends were _dead_."

Ozpin winced and closed his eyes. "Yes. I truly am sorry for that. I believed it was for the best."

Yang gave a bitter laugh. "A lot of things you think are for the best _really_ aren't. But that's not why I'm here. You have a lot of secrets." She walked up to a dummy and settled into a boxing stance. Once she was balanced, she punched it, focusing on the brown doll. "Relics." She punched again. "Nations." She punched twice. "Salem." Two more times. "Earth. I understand why you didn't want to tell us these things in school but we're in _your_ _war_ now." She whirled to glare at Ozpin, eyes still crimson. " _What else_ are you hiding?"

Ozpin looked down at his cane, twirling it in one hand. "Many things, I'm afraid." He murmured. "My life has been long." Golden eyes bore into red. "You are not usually one to hold back your thoughts, Ms. Xiao Long. What do you really want to know?"

Yang crossed her arms, posture tense with anger. "Tell me about Silver Eyes."

Oscar felt an echo of Ozpin's surprise, suggesting he was not expecting the demand. The former Headmaster sighed. "I already—

"Jaune found a passage in a book that hints Silver Eyed Warriors die young because of that power." Yang snarled. "What's the cost for being able to obliterate Grimm with a glare? What is it that keeps Silver-Eyed Warriors from running around and killing every Grimm they spot? And don't give me some BS answer like Salem is hunting them all."

"Salem _is_ hunting them." Ozpin said.

"But that isn't a _cost_." Yang spat. "All power comes with a cost. Semblances require Aura, or can hurt the user if they overexert themselves. You lose magic every time you grant someone magic for their own use, like you did with Raven and Qrow. So _what's_ the cost of Silver Eyes? Does it take years off the warrior's life? Are Grimm attracted to them by the thousands? What will happen if _my sister_ keeps using Silver Eyes?!"

Her shout echoed in the room, leaving a tense silence behind. Yang's glare never strayed from Ozpin as her fists clenched and her shoulders shook, daring him to avoid the question again.

Finally, Ozpin relented, averting his gaze to the side. "The 'cost'— as you put it— of that power… is control."

Violet eyes flashed. "What do you mean?" Yang asked warily.

Ozpin's ancient eyes grew distant, looking to times long past. "Long ago, before the Kingdoms that you know today, the Silver-Eyed Warriors were _almost_ the saviors of Remnant. A single tribe of them emerged from the Wilds and combated the Grimm threat, saving other tribes along the way. Nothing was known about them except their power was somehow linked to the moon. I do not know how or why… only that the rumored link is indeed true." When Yang opened her mouth, he held up a hand, stalling the questions he would soon answer.

"The Silver-Eyed Warriors were exceedingly rare, but so powerful that they could destroy Grimm in droves. Their influence was so great that for the first time, humanity was _winning_. We were able to push the Grimm back and the tribes of people that formerly were just trying to survive gathered together and laid the foundations for what would become the Great Kingdoms of the modern era. Because of the Warriors, we were closer to victory than ever. But then…" His eyes slipped closed as he reminisced, his memories skittering at the edge of Oscar's consciousness, there but unseen by the boy. "Salem stepped in herself. She sent her forces to search, and soon found the Relic of Destruction."

Yang frowned. "I thought the Relics were in the Academies?"

"The Academies did not exist back then." Ozpin reminded her. "The Relics were scattered across Remnant for anyone to pick up and use. Salem did not understand their true power at the time, so she did not yet seek them for her goals. Even I did not understand what they could do until…" Hollow, ancient grief stabbed Oscar's consciousness. "…she used it to shatter the moon."

Oscar gaped. _"What?!"_

Yang held a similar expression of shock. " _Salem_ shattered the moon?!"

"Yes." Ozpin said. "She was so surprised it worked that I was able to wrestle the Relic from her and force her to retreat. However, the damage had already been done. The moon was shattered… and the Silver-Eyed Warriors suffered for it. No longer could they use their power without consequence. The shattering of the moon shattered something inside themselves, and whenever they used their gift…" Golden eyes locked with violet. "…they would go _berserk_."

Oscar saw a brief flash of a man with glowing, monochrome eyes charging towards him before the man plunged his hand clean through his chest. The boy gasped, recoiling at the memory of one of Ozpin's past deaths, and Ozpin himself grimaced.

"Unlike before, Silver-Eyed Warriors _completely_ lose control whenever they activate their eyes. I am not speaking of mere anger or a lack of forethought. They become like _feral beasts_ , only seeking to destroy _everything_ in their path. Grimm, foes, friends, innocents… they can no longer differentiate between any of them, and will attack all who stumble upon them." A shudder passed through Ozpin. "They become as mindless as the Grimm they once destroyed."

Yang swallowed visibly, expression taut with distress. "If that's true, why didn't Ruby attack Jaune?"

"That was Ms. Rose's first time using the Silver Eyes and she fell unconscious before she could try." Ozpin said solemnly. "Combined with her grief, it kept the rage at bay in that one instance. Next time, _there will be no such mercy_. Ever since the moon was shattered, the Silver-Eyed Warriors' numbers dwindled as they fell in battle, either at the hands of their enemies, or even those they could not recognize as friends." He shivered. "I cannot count the number that took their own lives because they murdered a loved one in a rage, and soon the Warriors became so rare they passed into myth, their power forgotten."

"So you're saying the Silver Eyes are a liability." Yang said faintly. She jolted as if struck. "Is _this_ the real reason why you kept Ruby out of the Kuchinashi mission?"

"…That was part of the reason why I did not object to her remaining behind, yes." Ozpin admitted after a pause. "I feared what may happen if she lost one of you and activated Silver Eyes while in the city. And no, Silver Eyes are not _always_ a liability. If utilized in the proper setting, they can be quite effective. Like all powers, the Silver Eyes can be deactivated once the Warrior learns how to do it. And they _must_ learn. The power is not infinite. There is a possibility that the user will burn out if they use it too much. They could completely lose access to the Silver Eyes, their Semblance, and their Aura."

Yang twitched, fists clenching and causing her metal hand to creak. "Why haven't you told Ruby this?" she demanded.

Ozpin smiled, the depth of his sadness taking Oscar's breath away. "I do not want to crush her. She will believe that she will be the one that is _different_. She will insist that she will be the one to overcome the curse of the Silver Eyes." Oscar saw a brief flicker of a white-cloaked woman. "Over and over I've seen the scenario play out. They _always_ think that they will not fall to madness like their predecessors… and they are _wrong_. The Warrior's rage can overwhelm even the kindest soul."

"Then _teach her_." Yang pleaded. "Tell her the truth and teach her to at least _turn it off._ If you keep this from her, she'll try to use it without knowing what happens and could _hurt someone._ "

Ozpin said nothing.

Yang gritted her teeth. "Ruby has grown in the last year. She's seen how terrible the world can be. She won't recklessly use the Silver Eyes, especially if you tell her the consequences. You shouldn't keep this from her. Keeping this secret will only get more people hurt."

Ozpin opened his mouth, a rejection on his tongue, but paused. Oscar saw a brief flash of Matthew's cold face. Ozpin nodded slowly. "You're right. Once we are in a more stable environment I will try to assist her. It is not safe for Ms. Rose to train here. For her… or anyone else."

Yang's shoulders relaxed and some of her anger faded. "Thank you."

Ozpin's head tipped and he smiled knowingly. "But the Silver Eyes are not the only reason you are here. Do you have any more questions?"

Yang's throat bobbed visibly, and all at once, the tension returned. "Yeah. I have one more question."

XXXXXXX

 _Yang is going to love this!_

Ruby grinned from ear to ear as she hurried through their little apartment-thingy. She wasn't really sure what to call their new home. A condo? A house-within-a-bigger building? The place had separate bedrooms, a kitchen, a living room, and even a training room but it was inside the military barracks so what would it be considered? Ruby only lived in a cottage and a dorm, but those words definitely didn't fit their current residence. She'd have to ask Weiss about it later. She would know what to call the apartment-but-not-thingy.

For now, Ruby had a mission of utmost importance to complete.

She had strawberries to give to her sister.

Ruby had been wandering through the market, listening to the conversations between the locals and trying not to feel bad about it, when she spotted the bright red fruit on a small stand. They were fresh, straight from a greenhouse farm nearby, and with the current border situation, such fruits were a rare find.

Ruby had managed to convince the seller to give her the fruit for cheaper than his initial demand—her adorableness was good for something— and now she had to just take her prize to her sister so they could share them. Ivan had already been eyeing the fruit, and Ruby _might_ have hissed at Jaune when he asked if he could have one. The others could get their own strawberries. These were hers and Yang's.

Checking the bedrooms, kitchen, and living room were all a bust so Ruby headed to the training room with her prize clutched close to her chest. She heard voices and slowed her steps, cocking her head to listen in. She didn't want to walk in on a private conversation. Even though she was listening in to _see_ if it was a private conversation. In hindsight, not the best plan. She quickly changed tactics and peeked inside the room to see Yang speaking with Oscar. No, not Oscar. That stance was definitely Ozpin. Oscar never looked so confident carrying that cane.

"—not the only reason you are here. Do you have any more questions?" Ozpin was saying, proving it was indeed Ozpin through his accented voice.

 _What are they talking about?_ Ruby stepped closer to the door, ears pricked with interest.

"Yeah. I have one more question." Yang said, and Ruby frowned at the shakiness of her voice. Was Yang scared? That was strange. Yang was never scared about almost anything, and certainly not of asking a quest—

"Did you send Summer Rose to kill Salem on that last mission?"

Ruby froze. Her breath caught and her limbs locked, but her sense of hearing seemed to strengthen, forcing her to clearly hear every word being said.

Ozpin sighed wearily. "I'm guessing Raven—"

"Don't avoid the subject." Yang snarled. "Did you. Send her?"

Ozpin was silent. Ruby listened with baited breath, waiting for a response as her hands squeezed the plastic container that held the strawberries, making it crinkle. She was too focused to feel the slightest unease that they might hear her, and even if she was, that fear did not become an issue. Finally— after nearly a minute of silence— Ozpin answered.

"Yes."

And Ruby's world shattered. She did not crumple in a heap. She did not scream or burst into tears. She merely stood outside the doorway, leaning her head against the wall and staring blankly at the ceiling as her mind and body went numb.

Yang breathed shakily. "Why?" she whispered. " _Why_ would you do that?"

"Summer knew the risks—"

" _Did_ she?" Yang demanded. "Every person you've sent after Salem died! Every. Single. _One_. Why would _our mom_ be any different?!"

"Summer was the first Silver-Eyed Warrior I met in generations." Ozpin said, pain clear in his voice. "She was powerful too; able to destroy hordes of Grimm with a single glance. She was… so _optimistic_ that she would be the hero that would finally end Salem. Her enthusiasm infected me, and I found myself hopeful again after centuries of defeats. Foolishly, _naively_ hopeful."

He trailed off, and Ruby realized her hands were shaking.

"…I found Salem's location after years of searching. The Queen of the Grimm was out in the open for an unknown purpose, and I knew I could send someone to take her down for good. But squads of Huntsmen and Huntresses always fell to Salem's might. The tactics used in the past always failed. But this time, for the first time in so many years, I had a Silver-Eyed Warrior at my side. I did not ask Summer to go on this mission. She volunteered as soon as she heard what it was. And— like the hopeful _fool_ I was— I let her." Sorrow clouded his voice. "I am not certain, but I believe Salem let herself be found, just to draw Summer out and kill her."

"Why didn't she take anyone with her? A team of Huntsmen, you, Qrow, Dad? _Anyone_?" Yang demanded.

"Summer was susceptible to the Silver Eyes' flaws just like any other Warrior. There is a reason she mostly went on solo missions after Raven left. If she went with her team, she risked killing them as easily as the Grimm when the rage took her. When a Silver-Eyed Warrior uses their gift, they not only target the Grimm with their eyes, but _humans_ as well. The disintegration is much slower and requires more focus from the Warrior, but it can happen. I've _seen_ it happen. The Warriors do not like those that stand against them, so they will focus on the humans around them— allied or enemy— one at a time, _slowly disintegrating from the limbs inward_."

Bile rose in Ruby's throat but she swallowed it, listening fiercely.

"That is why Summer and I decided not to inform your father or uncle about her mission." Ozpin continued solemnly. "They would insist on going with her to the place where she would be forced to use Silver Eyes and thus may attack them as easily as the Grimm."

"So you sent her to kill the Queen of all Grimm _alone_." Yang choked.

"Yes." Ozpin whispered, and Ruby had to strain her ears to keep listening. "It was yet another mistake. I lost contact with Summer long before her demise. I only knew it happened when Raven charged into my office and attacked me. It is likely Summer overused Silver Eyes and burned herself out in Salem's realm before… before she…" His voice grew tight, like he was trying not to cry. "I'm… sorry."

Yang did not respond.

Ruby sat outside the door, huddled in the corner by the doorframe. She didn't know what to think. She did not know what to feel. She didn't want— She didn't want this. She didn't want to know. She shouldn't have listened in because now she knew Ozpin _got her mom killed_ — No, no. It wasn't his fault. It wasn't it wasn't _**it wasn't—**_

Her eye burned.

"I need to tell Ruby." Yang— wonderful, loyal, amazing, _**wouldshedietoo?**_ Yang— said.

"What would that accomplish?" Ozpin asked tiredly.

"She'd know the truth and not make the same mistakes. Unlike _you!_ " Yang shouted.

Ruby couldn't listen anymore. She sped down the hall in a burst of rose petals, splitting around Matthew in her attempt to flee the scene as quickly as possible. She did not realize she was crying until she reformed in her room and collapsed to the floor, her teardrops dripping onto her hand. It was only then that she realized she was still holding onto the package of strawberries. She lowered her face to the smooth tile and muffled her sobs with her hand.

"Ruby?"

The tears came faster at Matthew's soft voice. She didn't want him to see her. She didn't want anyone to. Why did people always think crying meant someone wanted comfort when all Ruby wanted was to be _alone—_

A hand touched her shoulder and she launched herself into his arms without thinking, crying into his shoulder. Matthew did not ask if she was alright. He did not ask what was wrong. He did not ask if she wanted him to get someone else, like Yang or Weiss or Qrow. He merely held her as she sobbed, babbling on and on about what she had just learned. And maybe that was a good thing. She did not know if she was alright. She didn't know what made her break down. She did not know if she wanted Yang or Weiss or Qrow at her side.

Ruby wasn't sure about anything anymore.

 **XXXXXXX**

 **A/N: This chapter was a bit dialogue-happy but it needed to be done. I'm curious what your reactions to the reveals in here will be.**


	12. Pawns

**Chapter Twelve: Pawns**

America decided white and grey were the worst colors ever. They were boring, too bright and—worst of all— _everywhere_. The tundra was white. The airship was grey. Even the sky— once blue— had become a whitish-grey blanket that signified an incoming storm.

America scowled at the grey sky, fingers wrapped around the controls dangerously tightly. "Snow. I _dare_ you."

The weather did not react to his challenge, though the sky did grow steadily darker. America growled, staring over the snowy tundra in front of him. The small airship stayed close to the ground, not quite skimming the earth as it sent a plume of snow flying in its wake. America would be grateful for the cloudy weather for helping hide their presence, but didn't want the clouds to decide it was about time for another whiteout.

He had supplies if he got stuck but he didn't want to spend any more time out here than he had to. The ride was long enough, with the airship unable to go at top speeds due to the cold temperature. Not only that, but according to Penny's map they should almost be at their destination.

"Why is Alfred F. Jones speaking to a non-sentient entity? Are you hallucinating from a lack of sleep?" Penny questioned.

" _Yeah, why are you acting crazy, Alfred?"_ Vale teased.

America rolled his eyes at both of them. "No, Penny. I'm just not in the mood for the weather to pull anything and delay our progr— _Dammit_!"

Tiny snowflakes began to fall around them, melting when they hit the window.

America glowered at them murderously. _Think I can melt it all?_

" _Are you seriously considering fighting the weather?"_ Vale asked dryly.

 _Maybe._ The fluffy flakes became a blizzard faster than he could blink. _Goddammit I hate snow!_

" _Oh wow. I never knew that."_

America ignored Vale's sarcasm and squinted at the wall of white in front of him, grimacing as the airship's engines whined in protest. "How's the ship doing, Penny?"

"It is still functioning." Penny said vaguely.

America grimaced. "Just tell me how bad it is."

"Based on available data, I predict the engines will shut down in—"

The strained whining stopped and the power went out. America cursed as the airship descended ten feet to the ground, striking the snow. He lurched in his seat, yelping as wires snaked around his body. The wires stiffened around him and pulled away from him like they'd been stabbed, leaving him free to smack into the controls as snow burst over the windshield.

The airship dug a path in the snowy tundra, turning onto its side and America fell from his seat, hitting a console with a grunt. He felt something inside him _squish_ and tear _as animalistic figures prowled through burning streets_ but had no time to muse over it as the airship continued its trail of destruction. Surprisingly, the metal casing around them held and the airship and it slid to a comparatively peaceful and intact halt.

America shoved himself off the console that had acquainted itself with his midsection, moaning. Something in his abdomen _shifted_ like liquid, sending lances of pain through his core and he slumped silently to the ground. His eyes slipped closed and when they opened, Penny was at his side.

"Scanning vitals." She said, as close to urgent as he ever heard her. Her gaze flicked up and down his frame and she twitched. "You are suffering from internal bleeding."

"Am I?" America rasped. He could already feel a strange tightness in his gut. He lifted his shirt, spotting the purplish bruise that stretched across his abdomen. "Aw, crap. Is Aura shit at protecting from blunt-force trauma or what?"

" _It wasn't just the impact."_ Vale whispered.

America swallowed hard and ignored her.

Penny helped him lay down, fingers twitching. "Are you breathless? Do you feel pain at the site? Do you feel nauseous?" She laid a hand on his forehead. "You are clammy. I must— I must—" Penny abruptly ran to the storage area of the ship, returning with a blanket and covering America. Her eyes fluttered. Her fingers twitched aimlessly. Was she… _panicking_?

"Penny." America said firmly. "It's okay."

"It is not 'okay'. Internal bleeding is a medical emergency. It is potentially life-threatening. It requires a medical professional." She said, voice crackling strangely. A series of beeps and blipping sounds escaped her that America recognized as binary.

"Hey, calm down." America soothed her. "Something as little as this is just a bump to me. I'll heal up in a second."

" _Why are you lying?"_ Vale asked. " _Your insides still feel_ _ **sloshy**_ _in case you didn't notice."_

America _did_ notice, thanks for the reminder. He made himself smile instead of grimace. "Penny, I can't die to something like this. I just need to…" The tightness in his gut spread and he took a shuddering breath. "…rest for a little bit."

"You cannot rest." Penny insisted. "The temperature is not optimal for good health. It is dropping by point-five degrees a minute."

America blinked and noticed he could now see his breath. "Are you going to be okay?" he asked urgently. He tried to sit up but laid back down as his vision went white.

"I am built to withstand low temperatures." Penny assured him. "You are not."

"I'll be fine." America told her. He chuckled, ignoring the way it hurt. "You'd think an airship from a snowy nation would be able to handle snow."

"The normal required anti-freezing fluids are unavailable due to the Atlas embargo." Penny commented. "The snow caught in the propellers and resulted in the crash."

"Shoddy workmanship, I tell you." America said jokingly. His breath caught in his throat and he shut his eyes, hand clenching against the cold metal console he leaned against. It cracked in his grip. "D-Dammit…"

" _You're fading."_ Vale said softly.

America chuckled, breath puffing painfully. _Isn't it funny? If I didn't know better I'd say my Semblance is self-directed bad luck._ The sloshy, tight feeling spread across his stomach, warm and nauseating. _That's not good._

"Your internal bleeding has noticeably increased." Penny said, sight zeroed in on his abdomen.

America followed her gaze and leaned his head back down, forcing himself not to gag. "Penny, I _can't die_. I may… sleep for a bit but I'll wake up soon. I promise."

Penny blinked. "You should not have gotten hurt."

"It's not your fault. And this is nothing." America insisted even as dark spots crept into his vision. "You can't… freak out about all my injuries. I can heal. If we… get into a…" It was becoming harder to talk but he forced himself to continue. "…bad situation… you have to keep fighting… even if they put a gun to my head. I… can't die."

"That doesn't mean I should let you get hurt, Alfred." Penny said.

America's eyes slipped closed and he reluctantly recognized the beckoning darkness for what it was. "You don't have to… worry. Sorry… have to… sleep…"

He fell into blackness.

XXXXXXX

Shopping had never been so stressful.

Weiss stood at a stall filled with fruits and vegetables, carefully inspecting each piece and keeping her scarf-covered head low. She tried not to look at anyone's face too long in case they recognized her as the former heiress of the Schnee Dust Company. All it would take was one surprised "Weiss Schnee?!" to bring the soldiers down upon her and drag her off to her father. They might _already_ know who she was, but for now they could feign ignorance.

Weiss supposed she should be grateful Ironwood ran such a strict military. If he did not, a soldier could easily be bribed by her father to reveal her. At least she did not need to worry about meeting her family in the market. Grocery shopping was for the working class, not the 'elite, pioneering businessmen.'

Weiss carefully placed an apple back on the stall, making sure not to bruise it. She really hoped Ruby was enjoying those strawberries she had snuck into the apartment earlier. Weiss would insist she shared, but she vanished as soon as they returned, forcing the former heiress to return to get produce for everyone else. At least she wasn't alone.

She glanced down a few stalls, spotting Feliciano as he bargained passionately with the stall owner over the price of some tomatoes. Apparently the nation still wanted to make pasta. She cocked her head, listening in, and a smile played at her lips. So Feliciano was good at haggling, huh? She'd have to take him with her whenever they had to buy supplies.

"Weiss Schnee?"

Weiss cringed, ducking her head and peering sidelong at the speaker. At first glance, she did not recognize the girl, but the blue streaks hair soon became a dead giveaway as to her identity.

"Neon?"

The Faunus member of Team FNKI was almost unrecognizable. Her pigtails were gone, her hair down, her collar was missing, and it was clear she was wearing no makeup. Her clothes— once bright and colorful— were instead a plain grey shirt and skirt that Weiss recognized as the uniform for Atlas Academy. She wouldn't be bothered by the difference if not for the fact that they were not in the school and Neon should be wearing what she wanted. Instead she wore grey, with a long coat that conveniently hid her pink tail.

Weiss studied her more carefully and saw her initial assessment was a lie. Neon was wearing concealer that failed to cover the dark smudges under her eyes.

"Hey. How've you been?" The Faunus greeted her cheerfully enough. Her green eyes flicked to Weiss's scarf and she winced. "Oops. I shouldn't have said your name. I should have known you were incognito." She shifted her long coat and glanced around self-consciously.

"It's fine." Weiss said quickly, adjusting her scarf. "And I'm… well."

"Cool. I'm surprised you're here, Snowflake." Neon commented. "No one's seen you in months. Your father said you were taking some time to 'overcome your trauma' from Beacon." She lowered her voice. "There's also a rumor you ran away or were kidnapped or something."

Weiss snorted derisively. "He has to keep a good public image somehow."

Neon chuckled. "That's what I thought."

They shared a smile.

"So how's top-heavy?" Neon asked.

Weiss blinked, and slowly comprehended she was asking about Yang. "She's doing well. She's here, in fact. My whole team is."

"That's great!" Neon said excitedly, bouncing on her heels. "I'd love to have a rematch if you…" She trailed off, smile fading. "Actually, we might have to wait a while for the rematch. I can't think of a place they'd let us do it."

"Doesn't your school have training grounds?" Weiss asked, confused.

Neon shifted her weight, rubbing the inside of her elbow. "Well, yeah. But I'd rather not ask to use it. Gotta stay under the radar, you know?"

A chill went up Weiss's spine. "Is everything… okay?" she asked timidly.

Neon smiled brightly. It reminded Weiss of Alfred when he was hiding how upset he was. "Great. Everything's awesome. My team's doing well."

Weiss did not know how to respond. A scream had her reaching for her weapon, shifting closer to Neon so they could watch each other's backs. A few stands down, a woman had been tackled by two soldiers, who cuffed her as she writhed and screamed on the ground.

"I didn't do anything!" the woman screamed. "Please, I didn't do anything _wrong_!"

A female soldier glared at her unsympathetically as she helped hoist the woman onto her feet. "I'd say illegally importing products from Mistral is something 'wrong' ma'am."

"The stock was left over from before the borders closed." The woman sobbed.

"Your records say otherwise." The soldier growled.

The woman shook her head frantically. "No no _no_. I swear I didn't break the embargo laws. Please…"

The soldiers were unmoved by her tears. She was still crying as they marched her away.

The female soldier turned to the witnesses, pinning them with an icy stare. "Nothing to see here, citizens. Move along."

The public jolted into nervous motion like Grimm were on their tails. Weiss stood stock-still at the edge of the throng, hand still resting on Myrtenaster's hilt. Neon gripped her hand, gently peeling her fingers away from the weapon.

"Don't give them a reason." The Faunus breathed.

Her words whisked away the stunned silence that claimed Weiss. "Does this keep happening?" she demanded. "This is the second public arrest I've seen."

"Only the second?" Neon said flatly.

Weiss glared at her, put off by her tone, but the tears in the Faunus's green eyes made her hold herself in check. "Neon, what's _happening_?" she asked.

Neon released her hand and rubbed the insides of her upper arms like she was cold. "It… It's nothing."

Weiss grabbed her hand and pulled her away from the busy stalls and into a darker alley. Once there, she whirled back to the Faunus, grasping her shoulders. "Neon, please. Do you know what's going on? Why have things changed?"

Neon avoided her eyes. "Atlas has always been like—"

"No, it _hasn't_." Weiss hissed. "The military was always a presence but not like _this_. They didn't arrest people off the streets in a sick display of power."

Neon flinched. "It's not like that. They're trying to keep us safe."

Weiss stared at her. "What _happened_ to you? You were cheerful and funny and maybe a little annoying back in the Festival and now—"

"Things have changed since the Festival." Neon said, tone clipped. "I've realized my duty to my Kingdom and need to represent them accordingly."

"That's a lie and you know it." Weiss said softly.

Neon recoiled, eyes darting about. Her expression twisted. "Fine." She spat. "What do you want me to say? That they're arresting people for so much as _looking_ at the line? That people are there one night and gone the next? That my teachers and classmates are waiting for an excuse to kick me out of Atlas Academy or arrest me? Is _that what you want to know?_ " Weiss watched, speechless, as tears welled up in her eyes, smearing the last remnants of makeup she wore. "They took my brother _and_ my dad." She choked.

Weiss felt her skin drain of color. " _What?_!" She thought back to the arrest of the cat Faunus she and the others had witnessed and realized must have been Neon's _father_.

"A few weeks ago, my brother just… disappeared. He went to the market one day and never came back. And then later the soldiers claimed my dad stole some jewelry and arrested him." Neon hiccuped. "I know he was out of a job because the SDC fired him but he'd _never_ do that. They took my brother and framed my dad and sent them to the Transformation Institute." She wiped at her eyes. "I've been trying to go talk to them but the guards won't let me in. I don't think they're even in that building."

Weiss couldn't speak. She thought about what Arthur and the other nations claimed about the Institute and her stomach lurched. She turned away from Neon and leaned over, hand over her mouth as her stomach threatened to rebel. The Faunus girl made sure her scarf did not fall over her face as she gagged.

The former heiress finally calmed herself and turned back to Neon. "What do you know about the Institute?"

"The military has opened a new facility for educating criminals and reintegrating them into society. Atlas can only rely on itself now, so we need to become self-sufficient and use all our resources." Neon said, tone suggesting the words were ones that she herself had been told.

Weiss's skin crawled. "Yes, but do you know anything about it?"

"Only that my family isn't in the official building." Neon admitted. "I've looked everywhere, but there's no priso— place for pris—" Again, her eyes scanned the area in a paranoid manner. "… no place for that many confused citizens in Atlas. They wouldn't fit."

"They wouldn't—?"

Weiss thought about the layout of Atlas, about how almost every building was used for something with no space left empty or wasted, unlike in Vale. There were, however, a few available buildings that would hold a couple hundred people.

A couple hundred people would 'fit' in them easily.

 _So how many people are in the Institute?_

Weiss swallowed roughly, ignoring her trembling hands. "Neon, _please_. Do you know _anything_ else about the Institute?"

The Faunus chewed on her lip and leaned in to whisper in Weiss's ear. "I think it's underground. They don't have room for the prisoners up here, but there are old mines under the city. I looked at some schematics for…" Her eyes darted back and forth. "…my history project and it wouldn't be hard to convert the spaces into… something else."

Weiss nodded slowly, thoughts whirling. "Thank you. You have no idea how much this helps. I have to—"

Neon grabbed her arm before she could leave. "You're planning something, aren't you?"

Weiss did not reply.

Neon's lip trembled and she took a steadying breath. "Whatever it is, my team is in." She took out a slip of paper, wrote on it, and shoved it into Weiss's hands. "We fought together before. Let's do it again."

Weiss gripped the Scroll number tightly. "Neon, you won't be able to come back home if—"

"They took my family. The Academy doesn't want me. The people in my Kingdom are just waiting for me to be arrested. I can't even go outside as myself anymore. Everything's going wrong, and I can't stand by and let it." Neon said tightly. Her back straightened and Weiss saw something twitch under her coat. "My team and I will fight with you. We helped defend people at Beacon. Let us help save people here, like Huntsmen and Huntresses are supposed to. Call when you want to meet up."

Weiss could not deny her. Instead, she merely nodded and put the note in her pocket.

Neon smiled, and Weiss saw the cheerful, beaming Faunus she once fought against and beside again. "Thank you."

She hurried out of the alleyway and disappeared into the crowds.

XXXXXXX

This was not how Canada thought he would spend his day.

He sat on Ruby's bed, stroking her dark hair as she sobbed inconsolably against his chest. The girl was curled up against him, knees digging into his side and hands gripping his shirt with an indescribable desperation, like she was afraid he would vanish the moment she let go. Canada was not sure exactly what had happened, but based on Ruby's hiccuping rambling he could guess.

He didn't know how to feel. He was only certain that surprise was not among the tangled yarn of emotions rampaging through his system. Ozpin was an enigma locked in a mystery hidden in a secret covered by mysticism. He knew he could not fully trust the man the moment he met him, and after finding out how deep his many secrets went, Canada could not disagree with his initial assessment.

The logical part of him acknowledged Ozpin could not simply bring up all his secrets in a conversation. The suspicious part of him snarled that the man had a nasty habit of keeping everything close to the chest, thus leaving him the only one aware of the full picture. The logical part of him argued that may be for the best, since there was a chance someone on his side could defect. The suspicious part of him retorted keeping those same secrets could result in more deaths and confusion on their side, and the lack of trust Ozpin had in them was appalling.

The emotional part of him was simply hurt and tired of all the secrets.

If Ruby's rambles were correct her 'Silver Eyes' were as dangerous to her friends as her enemies, and she had just found out _her mom died trying to kill Salem_.

Canada should _not_ be the one trying to comfort her right now. He should leave it to Yang, Qrow, or even Weiss or Jaune. Yet here he was, holding her and rocking her as she sobbed into his shoulder, confused, lost, and maybe a little betrayed. Ozpin knew what happened to her mom the whole time and didn't tell her. He knew Silver Eyes were dangerous and didn't tell her. What else didn't he tell her, or tell _any_ of them? What other world-shattering secrets was he keeping?

It may be cruel of him, but Canada might not be so scared if not for America's shaky place in Ozpin's secrets. America was Vale, and Vale was needed to get the Relic of Choice from the Vault in Beacon. Who wasn't to say there wasn't some other secret Ozpin held close to his chest that might hurt his brother in the future? Ozpin was thousands of years old, and unlike the nations his goals did not have to involve the prosperity of people. In the end, his mission was to defeat Salem and end his curse, not specifically save the world. That was it.

Canada knew Ozpin would sacrifice a single person if he thought it would help the majority— America and Vale were proof of that— but exactly how far was he willing to go beyond that? Canada was not sure anymore, and the thought _terrified_ him.

He did not share any of his panicked musings as he held Ruby, whose sobs subsided to soft sniffles. She stopped speaking, not commenting on her thoughts or feelings, and Canada did not blame her. She was likely as conflicted as himself, perhaps overcome with a need to get his loved ones and _run_ as quickly as he could—

 _I wish we hadn't appeared in front of the teams_ , Canada thought guiltily. _I wish we never met Ozpin again. Oh God we can't trust him and Qrow. We can't trust their goals will align with ours._

Suddenly, even Ozpin and Qrow's help with finding America seemed suspicious. Of _course_ they wanted Vale found. But what would they do once they found Alfred? Would they let him return to Earth, or insist he retrieve the Relic for them before departing? But he was still technically Vale… Would they _ever_ let him go home?! Canada's arms trembled and Ruby's grip tightened around him. He felt so self-centered for his thoughts but they kept on coming.

 _What do I do? What do I_ _ **do**_ _?_

His thoughts skittered sideways— perhaps out of desperation for a plan— and he considered his Semblance. The idea that came was dismissed just as quickly. It was impossible for him to erase the memories of Earth and its nations from everyone he would need to. He simply was not that strong or adept at using his powers. He couldn't magically make Ozpin, Salem, Atlas, Ironwood, and every other potential threat forget his brother. England couldn't either. Remnant knew about Earth, America, and Vale, and there was no way to undo that.

They were pawns. _All of them_. They were pieces moved around in the game of chess between Salem, Ozpin, and Atlas. Although some sides were kinder than others, they still intended to use Canada, his family, and his friends in their war. Anger smoldered in Canada's chest but he kept it in check, gritting his teeth and forcing himself not to ice over. There was only one thing he could do right now.

"Ruby?" The girl looked at him with a teary silver eye. "We should tell the others. Not about your mom unless you want to, but about the Silver Eyes. They need to know."

Ruby nodded and hid her face in his chest again. Canada swallowed and rocked her gently. Telling everyone about Ozpin's latest omission of the truth may be smart. It may be an emotion-driven response. It may be devastating to their team. It even may be seen as manipulative. He did not care. He _refused_ to be a pawn anymore.

XXXXXXX

The first thing America noticed was the sound of crunching snow. The second that was he was laying on something that was moving. The third was the cold. He shivered, groaning, and opened his eyes to chilling whiteness. America blinked at the snow falling heavily around him and felt his breath puff against his skin, his mouth covered by some type of cloth. Panic gripped him and he jolted, trying to tear the gag away. Except it _wasn't_ a gag. It was a blanket covering his nose and mouth.

" _Alfred, it's okay."_ Vale said quickly, understanding his situation much quicker than him.

"Please do not remove the blanket. You will get frostbite." Penny said from somewhere above his head.

America lowered his hands, shifting under the blanket and squinted at her. The girl looked very odd with her normal dress and lack of protective clothing to hold back the cold, but apparently her claims that she was built for such weather were true. She looked perfectly fine as she strode through the snowstorm with her wires dangling behind her. America followed the metal strings and saw they were connected to the metal door he was laying on. He felt the chill of what had to be a piece of the airship through the blanket he lay on and curled up slightly.

"I took the liberty of continuing to our destination while Alfred F. Jones was unconscious." Penny commented.

" _You scared me. I thought we were going to die."_ Vale said tightly.

"Sorry I went unconscious on you." He mumbled, unsure of who he was responding to.

Penny turned away from him. "Alfred F. Jones is still suffering from the cold. I will continue on. Lay there and do not attempt to move."

America blinked at her, thoughts remaining foggy. It was really cold. Like really, _really_ cold. It made him tired.

" _Please don't fall asleep again."_ Vale begged. _"I was trapped in the dark."_

"Sorry." America mumbled.

"Why are you apologizing?" Penny asked.

America frowned at her back, thoughts sluggish. He shivered nonstop, the cold sinking into his bones. "Vale…"

"Can you utilize Vale's Semblance to warm yourself?" Penny asked, not understanding.

Snow collected on America's eyelashes and his eyes slipped closed.

" _DON'T FALL ASLEEP!"_ Vale shouted, startling him.

America shivered, breath escaping in a puff of condensed air. "T-Thanks."

"I cannot discern what you are thanking me for." Penny informed him.

America did not reply. He focused on Vale's Semblance, on fire and warmth, and light, and slowly the tingling in his fingertips faded. He could only hope that it was because of his Semblance and not because he was succumbing to hypothermia. Apparently the former was the case because his mind slowly cleared.

"How long was I out?" he asked.

Penny did not compute. "We have been outside the mansion for—"

"I meant how long I was unconscious." America clarified.

"Alfred F. Jones was unconscious for five hours." Penny told him. "I have almost reached the entrance to the passage."

"We're really close then."

America nervously glanced at the cloudy sky, expecting to run into a military airship any second. It was unlikely the military would notice them in the snowstorm, but in return America wasn't able to see if there were any ships hovering in the air above them. He glanced down at his mostly snow-covered blue blanket self-consciously and shivered.

" _Keep using our Semblance."_ Vale urged him.

America hummed vaguely and hid his head under the blanket. He fought the chill's deceptive embrace as best he could, melting the snow as he heated the blankets and metal below him. If he did not have his Semblance, he would be comatose again already. He took in their surroundings more carefully but could only see white. America swallowed, huddling under the blanket and let Penny drag him. He'd insist on walking himself but he wasn't anywhere close to being prepared for pushing through the snow that was quickly reaching her knees. He had no proper clothes, no mask, no gear, and he would probably crumple freeze faster than a doomed daisy.

"Alfred, could you tell me about your family?" Penny asked.

America balked, startled by the unexpected question. Penny was interested in that? Despite the situation, he smiled. "Well, I—" His smile vanished as quickly as it came. "…You just want me talking to tell if I am awake."

"Affirmative." Penny intoned.

America fought the unreasonable urge to cry and covered his head so snow stopped collecting in his hair. "How about I tell you about some fighting techniques I learned recently instead?"

"That will suffice." Penny agreed too readily, proving her 'interest' in his family was only to keep him focused and any other topic would work.

America tried not to brood over it, instead talking about new ideas he wanted to implement the next time he faced Grimm. Penny rarely commented, only giving the occasional "Noted" or "That information has been added to my databanks". America expected it, yet that did not stop him from hoping for more.

" _How many times do I have to tell you she isn't your—"_

 _Don't, Amber. Just_ _ **don't**_ _._

Vale went silent.

America talked and talked and talked until his voice grew hoarse, Vale's Semblance keeping him from freezing and falling unconscious again. It was a close thing, for he could feel the cold creeping back through the blankets and brushing at his chilled skin. But at least they were moving and his injuries appeared to have healed. America had not sat up yet to see if he was still in pain, and he couldn't exactly lift his shirt to see how purple his stomach was.

Finally, Penny gave him an update. "I see the entrance."

America sat up, looking around at the endless sea of white. "Where?"

The robot did not reply. Her steps quickened and she stomped through the snow, gaze fixed on something only she could see. Eventually, a small black blob appeared amidst the white, focusing into a discernible fixture. The dark, square entrance to the mines could not look less inviting. Cracks lined the wooden frame and America could see large chunks missing from the rickety planks. Yet to America, it was the best thing ever. He got off Penny's makeshift sled and yelped as snow went up to his thighs and sank through his pants.

" _You're an idiot."_ Vale informed him.

America ignored her and waded through the snow to the entrance, stumbling inside. He used his Semblance to dry himself off, shivering and rubbing his arms. Penny appeared at his side dragging the metal he had been riding on. It scraped loudly along the floor and America winced.

"Shh." He hissed. "We don't want anyone to hear us."

Penny detached her wires from the sled and picked up a bag of supplies. "There are no enemies in this passage."

"That doesn't mean we're alone." America cautioned, picking up another bag and settling it beside Cobalt Striker. He picked up a third bag and recognized it as the one carrying Romano, France, and Australia's transforming weapons. America set it on his back, shivered, and rubbed at his cold hands. "Did we pack any gloves?"

"No." Penny stated.

America sighed. "I've lived in Alaska and New York yet I still pack like an idiot when it comes to winter." He chuckled wryly, shaking his head. "Mattie would disown me. Or leave me in a snowbank to freeze."

"How probable is that possibility?" Penny asked darkly.

"It's a joke, Penny." America reassured her quickly. "Mattie wouldn't disown me or leave me to die."

" _Then where is—?"_

 _Vale, please leave your cynical paranoia out of this. You're too suspicious._

Vale huffed. _"You're not suspicious enough."_

"I do not compute 'jokes'." Penny said.

"Don't worry about it." America soothed her. "So. Now we get to walk even more. Fun." He shifted the pack again and peered into the darkness. "Are you sure this is the way in?"

"Affirmative." Penny stated. "The abandoned mineshaft that is not actually an abandoned mineshaft is indeed a clandestine passage into Atlas that is unguarded."

"Got it." America said. "It's just weird that no one would be down here."

"No one is down here." Penny echoed. She hiccuped.

America frowned. "Is your… respiration simulation thingy on the fritz again?"

"Affirmative." Penny said, hiccuping again.

"You might as well scan it while we walk." America suggested. "Can you multitask?"

Penny stared at him.

America cringed. "Dumb question. Sorry."

Penny nodded and abruptly walked into the darkness. America followed at a slower pace, raising a hand in preparation to light a flame in his palm, and yelped as lamps turned on all along the walls, clearly illuminating the mineshaft. Penny stood by one of the edges of the tunnel, finger pressed against a switch.

" _Penny_." America hissed. "Why did you do that?"

"It is impractical to walk in the dark." Penny said.

"Yeah, well turning on the lights tells everyone we're _here_." America retorted.

"No one else is within the mineshaft." Penny said, hiccuping.

America sighed. "I hope you're right."

"I am." Penny hiccuped. "The elevator is this way."

America followed her to the 'elevator' that went to the lower levels of the mine, which looked more like a cage than a device meant to transport people. The nation stepped inside carefully, cringing as the metal creaked and groaned.

" _You already got killed by a console today. Please do not add death by elevator to your list."_ Vale said.

 _Quiet, you._

America pressed a button and the elevator doors shut with a sound similar to nails on a chalkboard. The contraption shuddered and began to lower, and Penny abruptly stepped closer to America.

"If it falls I'll survive." He said tiredly.

Dull green eyes darted about. "I am aware."

America's expression softened. "You'll be okay too."

"I do not require such assurances."

"…Sure." America murmured, not certain if he believed her or not.

The elevator whined to a stop and the doors slid open, revealing another hallway lit by flickering lamps. America and Penny's footsteps thudded loudly on the ground, thunderous compared to the buzzing of electricity through the wires, and America marveled at what good condition they were in. He knew lights that did not work after a day without use, and this passage had not been used in years…

"Hey, Penny?" The robot's head turned towards him, stiff and unnatural. America didn't flinch at her unblinking gaze. "How long has this passage been abandoned?"

"The mineshaft that is not utilized as a mineshaft at this current time has been abandoned for sixty-five years." Penny stated.

"I meant the secret passage itself." America clarified. "You said Atlas forces stopped using it and only a few people still know about it."

"That is correct." Penny stated. "The Atlas military no longer officially uses the passageway."

" _What about unofficially?"_ Vale asked suddenly.

America repeated her question out loud.

Penny did not respond, staring at him with unblinking eyes.

Something cold settled in America's gut. "Penny? Does the military still use this passageway _unofficially_?"

"No." Penny hiccuped.

"Then…" America tore his gaze from her, looking at the _modern_ lamps that lit the halls. "… _when_ did they stop using it?"

Penny said nothing, looking straight ahead.

 _Tap. Tap. Tap. Tap. Tap. Tap._

America heard the sound of what was clearly booted footsteps approaching. He followed Penny's gaze and a pit opened in his stomach. The passage they were in was nothing special. Lamps lined the walls. Weird shadows flickered on the stone. The floor was nice and smooth, having obviously been cleaned recently…

And Ironwood stood at the end of the hallway.

Green-and-blue eyes locked with stoic blue and all feeling washed away, leaving America numb and cold. His muscles locked, freezing him in place, and he could only watch as Ironwood slowly walked towards them, eyes never straying from America's face.

Beside the paralyzed nation, Penny nodded. "Greetings, General Ironwood."

Bitter laughter that was not his own echoed in America's mind.

" _I told you."_ Vale said, too resigned to be shocked. _"I told you she couldn't be trusted."_

 **XXXXXXX**

 **A/N: And now an Authors note to kill the mood: Can you spot the Star Wars reference?**

 **Thanks to everyone who read, reviewed, etc!**

 **To Engineer455: Thanks for the comment! Patience, young Padawan. Atlas will get what she's earned.**

 **To Guest: Thanks for the comment! It's more like they have other priorities at the moment (aka rescuing their friends and/or killing Grimm). You'll have to wait and see.**


	13. Cycle

**Chapter Thirteen: Cycle**

" _Alfred, the ring."_

America could not move. Ironwood was approaching, mere feet from him now, but he still could not _move_. His mind seemed to detach from his body, leaving him floundering and paralyzed as his enemy walked meticulously towards him. He distantly heard Vale shouting at him— begging him to act— but her voice was lost in the turmoil of his own thoughts, which yanked him back and forth between hurt and terror.

 _Penny betrayed me._

 _ **Not again.**_

 _Why would she do that?_

 _ **Please not again.**_

 _It was all a lie._

 _ **I can't be captured again!**_

" _Use the ring, Alfred!"_ Vale urged him.

America jerked into motion. In an instant, Cobalt Striker's shotgun barrel rested below his chin, his finger laid lightly on the trigger. Ironwood froze in place and Penny's eyes snapped to America, widening. Ironically, the cold metal of the barrel soothed America and his heartbeat slowed, allowing him to think clearly and breathe once more.

" _What are you doing?"_ Vale asked shakily.

 _Buying us time. I don't want to use the ring if I can get out of this a different way. Besides…_ He swallowed, feeling the cold metal against his flesh. _This'll keep them focused on my_ _ **obvious**_ _weapon._

Any response she might have given went unvoiced as Ironwood raised his hands in a placating manner. "America—"

His voice sent a chill up America's spine, horrific memories eagerly clamoring into his conscious thoughts. America shoved them away, backing up a step with his attention divided between Penny and the General. The girl looked as lost as an emotionless robot could, standing with her weapons sheathed and her eyes darting between America and Ironwood.

"Stay back or I'll shoot." America threatened.

Ironwood's expression remained unchanged. "We both know you'd survive it."

America laughed, and it came out loud and strangled as it echoed through the passage. "Are you _sure_? Vale's Aura messed me up a _lot_. I don't know if I'll live anymore."

Uncertainty flashed through Ironwood's cold expression and America knew he had him fooled. For the moment, anyway. Now he just needed to figure out if there were soldiers lurking around the corners to shoot him full of drugs the moment he tried to attack. To his surprise, Penny did not immediately contradict his false statement, keeping her silence as she lingered near the wall. America kept his finger on the trigger and thumb pressed to the ring, ready to release the poison-filled needle.

"Let's not act hastily." Ironwood said calmly. "I am just here to talk."

 _And I'm the king of the fluffy unicorns._ "Sure you are." America said. "That's why you had Penny deliver me to you. I'm surprised you didn't have her wrap me up like a present with a cute little green bow." _Vale, do you remember the way out?_

" _Yes,"_ she responded. _"But I cannot say what is lurking in the dark between us and freedom. One hidden sniper with a drug and we're down and in enemy hands. Not to mention the snowstorm…"_

 _So we're stuck,_ America realized.

"The General gave me the mission to guard you." Penny said, responding to America's verbal statement. "I have been giving him updates of your status."

Hurt lanced through America's chest, taking his breath away. His finger stayed steady on the trigger. "Oh. So that's how it is. What's next on the schedule for this little get-together?" he asked, outwardly calm and inwardly very _not-okay_. "You invite me to a nice dinner before throwing me in a cell? Let me guess; the Transformation Institute is down here somewhere too." _Should I try to fight?_

" _That's never worked before. And his soldiers have likely blocked the exits by now."_ Vale admitted.

 _I don't care. I'm not going down without a fight_ , America decided.

"I'm not going to hurt—" Ironwood began.

"Don't. Lie." America choked. "All you've _done_ is hurt me. You kidnapped me, experimented on me, threatened me, messed with my soul, and cut me up like an _animal_. Why are you even bothering with pretenses? Come and _try_ to take me to your monster of a personification already, you sick _bastard_."

Ironwood looked at him, gaze never drifting away. His hands remained in sight, not twitching towards his weapon once. It was all a front to lull America into a false sense of security. He wouldn't be fooled again.

"I'm not going to take you to Atlas." Ironwood said. "I am going to hide you from her."

America burst out laughing. The sound was wheezy and high-pitched rather than filled with joy, and it caused even Penny to shift uncertainly. The nation stopped laughing abruptly, pinning Ironwood with a loathing glare.

"Like I'm going to believe that." America hissed. "This is all a sick game to you. I'm _done_ playing."

America took a deep breath, shutting his eyes as his hand clenched on the trigger, like he was preparing to shoot. He heard Ironwood inhale and his other arm shot out. Lightning arced from his palm and struck the General directly in the chest. America did not pause to see him fall, dodging Penny's wires. Her swords sliced through the straps of one of his bags and it fell to the floor, but there was no time to retrieve it. Clutching the other bag, he dashed deeper into the converted mineshaft.

He rounded a corner, shoes skidding on the smooth floor, but caught himself, racing deeper underground. On cue, he heard footsteps pounding behind him. He identified two pairs. Without looking, he threw a wave of fire behind him, causing one set to stutter in hesitation. He did not check to see if he hit them.

America jumped over a crate and slid down the railing of some stairs, hitting the ground before dashing down the left hall. He weaved through the different passages, choosing them at random. He had no idea where he was headed, only that he had to keep moving. Once he was away he could worry about finding his way out.

" _We're not going to escape."_ Vale said hollowly. _"We never do."_

 _Stop being pessimistic_ , America snapped. _We're not giving up._

He descended another level, cursing himself for not insisting that Penny tell him where to go. Three paths diverged in front of him, and he chose the left one, never slowing down. Something snaked around his ankle, yanking him to the floor, and he rolled onto his back, hand raised—

—to see Penny's sad green eyes looking back at him. America blinked and the sorrow was gone, leaving emotionlessness behind. His hesitation cost him.

Wires wrapped around his arms and legs, flipping him onto his front and pinning him to the ground with his hands behind his back. America bucked his body, straining against the wires and grimacing as they bit into his skin. He struggled harder, _harder_ , until they began to draw blood. Behind him, Penny gasped. The wires loosened and America jerked, forcing himself upward with a blast of wind, and slammed Penny into the wall. The robot released him and he took off again, grimacing as his wrists stung.

Something that could be compared to a humanoid tank smashed into him from behind, pushing him down to his hands and knees, and an arm wrapped around his throat. America choked, instinctively clawing at Ironwood's arm, but as the General's warm breath brushed his ear, panic overcame logical thought.

Semblances and weapons were forgotten and America howled and thrashed in the soldier's hold. He wouldn't let the soldier hurt him this time never again never ever ever ever _ever_ —

" _You won't touch me again!_ " he screamed.

America released the arm around his neck, igniting flames at his fingertips, and dragged his nails down the soldier's face with as much force as he could muster. He felt something that was definitely not skin scrape against his fingernails and the soldier bellowed, releasing him and staggering back. America spun and kicked him— Ironwood, not the soldier, it was _Ironwood_ clutching at his eye— in the throat. As the General crumpled, Penny's wires entangled America's legs and he toppled to the floor.

America shut his eyes— Not Penny not Penny _not Penny_ — and sent a bolt of lightning along the wires. Penny jolted but did not release him, remaining mostly unmoved. Ironwood staggered to his feet and helped pin the nation down, and America once again found his face pressed against the cold floor. America slowly let his muscles go lax, laying limply like he had given up. In reality, his heart pounded with adrenaline and his thoughts whirled with half-baked plans.

" _The ring."_ Vale reminded him tremulously.

 _Fire. Lightning. Wind. Cobalt Striker._ _ **Anything**_ _else,_ America shot back.

"Stop this, America. We _do not_ wish you harm." Ironwood said, a hint of anger entering his voice.

America laughed in his face. "You have a funny way of showing it."

The General's jaw clenched. He got off the nation and looked to Penny. "Release him."

America went still, surprised. Penny obeyed, removing her wires from America's body and stepping back to the wall. He slowly got up, carefully keeping both his enemies in his sight.

" _It's a trick."_ Vale said instantly.

 _Hush._ "You still want to play tag, huh?" America asked coldly.

"No." Ironwood stated, adjusting his uniform so it was straight. America was pleased to see his left eye was reddened and the skin was burnt from where he had scratched at it. He actually managed to leave a couple marks behind. It was too bad a bullet wouldn't go through so easily. "As I told you; I only wish to talk. _You_ were the one who—" He stopped abruptly.

"Oh no, please continue." America snarled. "I just love seeing you continue to blame me for everything you and Atlas put me through."

Penny blinked, lips dipping down.

"I am not your enemy, Alfred." Ironwood said.

"You've already gone too far to claim that, _General_." America said, tone deceptively light. "You showed no mercy to me, my brother, _or_ our world, and when your men dragged me to a lab to get my liver torn out you _let them off_ after they participated in unauthorized inhumane experimentation. If you wanted to pretend to be my friend you could have at _least_ courtmartialed them and kept them off your precious white streets. But you _didn't_." He smiled bitterly so his lips wouldn't tremble. "Because of your leniency, they could come right on back and fuck me over again."

He felt vindictively pleased when Ironwood balked. "What are you talking about?"

"Oh, Polendina hired the guys you fired as my guards. I met one of them again personally." America said with false cheer. "This specific one was your interrogator guy. He got a sick kick out of carving me up and touching me all creepily. He even convinced another one of your men to join in." His breath hitched but he shoved down his shame and self-loathing. Now was not the time.

Ironwood's gaze darkened. "So Polendina betrayed us…"

He didn't even respond to America's comments about the soldier's cruelty. The nation cackled, maybe a bit too close to sounding hysterical. "Yeah, I know. I wonder why he would _ever_ do that to you _righteous_ people."

" _Alfred, keep your head."_ Vale said levelly.

 _ **No**_ _._ America retorted.

Just like that, everything Ironwood and Atlas did to him came rushing back. Cobalt Striker raised, not pointed at his own head this time, but at the forehead of the General who ordered a majority of his and his brothers' suffering. Penny did not move. Nor did Ironwood, who stared back at America steadily. His lack of emotion only inflamed America's rage and his hand shook.

"I should shoot you." He snarled.

"But you won't." Ironwood said calmly. "Because deep down, you know we're on the same side."

"Fuck you." America breathed. "Fuck you, your 'side', and your whole _damn Kingdom! YOU CAN ALL BURN IN HELL!_ "

Ironwood did not even have the decency to flinch or look ashamed. "I understand why you say that." he said with infuriating levelness. "But what about Remnant? Does this entire world deserve to fall?"

America wanted to scream. He wanted to rage. He wanted to cry. He wanted to empty every last Dust bullet he had into the General's head and then blast him to ashes for good measure. But he _didn't_ , to his disgust, because a part of him was _listening_ when he should know better by now.

"That's why I'm here." Ironwood continued "I told Penny how to get past the border patrols and into this passage so I could meet with you. We can work together."

He stepped forward.

America stepped back.

"Stay away!" he warned.

" _Alfred, you need to attack him."_ Vale urged. _"A single bullet won't take him down. You_ _ **know**_ _this."_

"I wanted to meet with you here because our missions align." Ironwood claimed, ignoring the shaking gun pointed at his face. "We both desire the same thing."

"Oh, really? What is that?" America asked and immediately cursed himself.

"Peace and happiness for the people of our worlds." Ironwood said steadily, taking another step forward. America stayed rooted in place. "To do that, we must defeat Salem. Don't you want that?"

"Y-Yes…" America stammered instinctively, hating himself for every response he gave.

America knew what Ironwood was doing. He knew, he knew, he _knew_. But he couldn't block out the General's words. Instead they dug into his brain like fire ants, refusing to leave him alone because if he was against the General and his desires to save innocent people than he, Alfred, was the _bad guy—_

" _That's not true."_ Vale said harshly. _"Don't let him trick you."_

 _I… I know._ America thought firmly. His hand shook a little less.

Ironwood remained unworried. "If you shoot me, this Kingdom will fall into chaos." he claimed. "Those involved in your capture may deserve that fate, but what of the innocent? Do you want Weiss to lose her family and home?"

America resisted the urge to cover his ears like a child. His heart thudded painfully against his ribs and Cobalt Striker trembled.

" _If you aren't going to shoot him,_ _ **run**_ _."_ Amber begged him. _"He's trying to catch you again."_

 _I_ _ **know**_ _._ America told her.

"You always are a hero, America. I admire that about you. That's why you were brave enough to return to Atlas instead of leaving." Ironwood continued. "Your friends are in the Transformation Institute. You want to save them."

The hand holding the gun steadied. " _Where_ is the Institute?" America demanded.

"Down here, in the mines." Ironwood said, looking around the passage. "I can show you exactly where it is."

" _And leave you in a cell to call your very own."_ Vale murmured. _"...Or maybe he'll give you to_ _ **Ozpin**_ _."_

Her anger jabbed at his mind and America sneered at the General. "I said I'm _done_ playing your games. Tell me where my friends are. _Now_."

Ironwood looked genuinely hurt by his harsh demand. "We are on the same side, Alfred."

"If we were, you would never have let the Transformation Institute open." America spat. "You're _brainwashing_ your own people."

Ironwood's visage darkened. "I had nothing to do with the Institute. It was Atlas's idea."

"Yet it still stands." America said icily. "If you truly disagreed you could have closed it down."

"I do not have that kind of power." Ironwood claimed. "And I cannot betray my Kingdom."

"Your Kingdom is a psychotic, totalitarian, evil, manipulative, lying, ruthless, egocentric _monster_." America snarled. "You can't claim to be against Salem _and_ fighting for the best of this world when the person you follow is arguably just as bad as her." He barked a laugh, breathy and harsh. "At least Salem probably _admits_ she murders innocent people."

He could easily spot the anger in Ironwood's eyes now.

He honestly should have seen the attack coming.

Cobalt Striker was yanked aside and a metal fist struck America's throat. The nation choked, releasing the bat and falling to his knees as Ironwood struck him across the face, sending him sprawling. America spat out a glob of blood and pushed himself upward, only for a knee on his back to shove him back to the floor. The remaining bag was torn from his shoulders and thrown aside. America grappled with the instinctive panic as his wrists were grabbed by gloved hands and wrenched behind his back.

"Penny." Ironwood ordered. "Tie him up."

Wires replaced the hands at his wrists and more tied his ankles together. America felt the ring on his forefinger, ready to be used, and his heartbeat slowed, allowing him to glare defiantly at Ironwood. "See? You're just a damn hypocrite, you _coward_."

Ironwood grabbed his shoulder, pressing him into the floor, and America could not hold back a scream as his hand clenched on the healing wounds there. The General stilled, confusion flashing across his features. Ironwood yanked America's collar down, and he heard the General inhale sharply.

"What _is_ this?!" he breathed.

"Why are you so surprised?" America mocked, voice still steady despite his pain. "I told you your ex-soldier liked carving notes in me. This one's a little on the nose, but it fits your opinion of me, don't you thi—?"

Ironwood yanked America's jacket down to his wrists and pulled his blue shirt up to his neck, fully exposing the scars. The nation shuddered and shut his eyes, the terror scrambling back. Was slicing up people a common practice in the Atlas military? Or was Ironwood instinctively checking the wounds? Or could he be admiring his soldier's work and the brutal message it gave?

A gloved hand touched his shoulder— where America knew the S was— and America flinched despite himself. Ironwood jerked his hand away like he'd been burned. He stood up, leaving America wrapped in Penny's wires on the floor. Could America take them both out in time and get away or should he use the ring? He didn't want to use it, because using it meant there was no escape for him.

"I apologize for touching you." Ironwood said.

"Oh, _that's_ what you're sorry about? That makes _everything_ better." America said snidely.

Ironwood did not reply. Nor did he order Penny to knock America out or drag him away. America slowly realized that if the General had other men nearby, they would have shown up by now. It was only him, General Asshole, and Penny. He moved his thumb away from the ring. There was still an escape for him.

" _Use lightning and wrap it around yourself like a cloak."_ Amber told him rapidly. _"Create ice on the floor behind you to slip them up."_

 _Got it,_ America replied. _I_ _ **really**_ _could have used tips and Vale-Semblance training earlier and not while we are in the middle of a fight._

" _Sorry. I didn't think of it."_

"Let—" Ironwood paused, jaw clenching. "…Lift him up onto his knees, Penny."

The robot did as he commanded, settling America in a kneeling position. The nation breathed steadily, watching the General's every move. As soon as he came back in range, America would strike, taking out both enemies at once. His eyes followed Ironwood as he paced back and forth in front of him, dragging his hand through his black hair. He had to get the General closer to him. Angering him should work.

"What's the matter, General?" America mocked. "Getting cold feet? You took all this trouble to get me here. What, are you going to wait until I starve to death or fall asleep to put me in a cage? Sounds impractical."

Ironwood glared at him over his shoulder but did not approach, continuing to pace.

"You have me." America sneered. "I'm right here, tied up and on my knees, waiting for capture. I know you are a sicko but I thought you were above playing games. It's like I'm prey for you to catch. Do you find this fun? Do you get a nice thrill from flaunting your victory? Haven't you ever heard of not playing with your captive? Oh, wait. You're the sick bastard that thought slicing me up and brainwashing people is perfectly righteous—"

" _Silence_ him." Ironwood snapped.

A wire wrapped around America's head and over his mouth, pressing against the corners of his lips. He winced, cringing as it touched his tongue. Penny _murdered_ people with these things. _Ew._

" _At least you're keeping your dark sense of humor."_

 _The alternative is freaking out and screaming. That won't help us._

Ironwood stopped pacing. His shoulders slumped and he stared at the ground, clenched fists creaking audibly. America did not know what passed through his head, but the way his eyes hardened showed he had overcome whatever kept him pacing.

Ironwood turned, and kicked America in the stomach. The nation curled up, his pained grunt muffled by the impromptu gag. Ironwood grimaced and kicked him again, then _again_ , intersecting the kicks with bone-cracking strikes with his gun. Each powerful blow sent jolts of blunt pain that were felt even through America's Aura. He realized what Ironwood was doing too late and as the General's booted foot struck his stomach, his Aura vanished in a green-blue flash of light, leaving him vulnerable. America immediately found himself staring down the barrel of Ironwood's revolver.

" _Oh."_ Amber said faintly.

"Vale must be kept out of Salem's hands to protect this world. _That_ is my only goal." Ironwood said steadily. "If you die here, you will be reincarnated. If you aren't reincarnated, that's even better. Then Salem will _never_ get all four Relics." His jaw clenched. "And if you're _lying_ and you survive, I have a nice cell set up for you where _no one_ will find you again."

America was trapped. He was out of Aura. He wouldn't be able to dodge the bullet. His only choice was to die by a headshot or poison and eventually wake in a new prison. Resignation swept through him and he glowered at Ironwood in one last act of defiance, forcing the man to look into the eyes of the victim he tortured for months.

Ironwood gritted his teeth and abruptly lowered the gun in a quick, unnatural motion. A flash of surprise crossed his features before he jerked backwards, literally yanked away from America. The nation spotted familiar wires around the General's waist as an equally familiar sword settled at his throat.

"That is enough, General." Penny stated.

Her wires released America and he nearly toppled over, caught off guard by his sudden freedom. He prevented himself from falling just in time, staring at Penny in confusion. A wire offered Cobalt Striker and the bag to him and he took them instinctively, his shock mirrored on Ironwood's face.

"Penny, stand down." The General ordered.

"Negative. My mission is to protect Alfred F. Jones. As the one who gave me that mission, logic dictated our goals aligned." Green eyes hardened. "That assessment is false."

Wires flicked and Penny threw Ironwood down the hall. There was a distant crash as he landed, suggesting he hit something at incredible speeds. Penny immediately grabbed America's hand, yanking him with her as she ran in the opposite direction. The nation staggered and her wires held him up, assisting him until he regained his balance.

"P-Penny?" he stammered.

"I apologize." She said in a soft voice. "I miscalculated. I calculated that the General was on our side."

She reached for him but America jerked away. "Define 'our side'." he demanded.

Penny looked at him, blinking twice. "Our side is… We are… not those who wish you harm. We are… are… allies. The same side. Together. I protect you." She averted her gaze, staring ahead. "I've failed in my mission twice now." She blinked, emotionless features twitching. "The data suggested the General could be trusted." Her voice crackled with static.

America's heart squeezed.

" _Alfred."_ Vale warned.

"You made a mistake and trusted the wrong person." America summarized. "I know how that feels."

Penny did not appear to hear him, staring vaguely at the path ahead as they ran. "…Something inside is wrong." she whispered.

"What is it?" America asked urgently. "Where are you damaged?"

Penny reached up and pressed a hand to her chest. "Something is wrong here. Something inside… is… cold?"

America swallowed roughly, turning away from the passage. "You're upset." He explained gently. "You feel betrayed."

"'Upset.' 'Betrayed.' I… do not…" Penny murmured. Her green eyes flickered and dulled. "We must increase our speed and vacate the premises. Alfred F. Jones is not safe here."

America bit his lip but nodded, struggling to hide his dismay. "Right. Sure."

" _Did you learn_ _ **nothing**_ _, Alfred?"_ Vale said, exasperated. _"She isn't your friend—"_

 _She's the_ _ **only**_ _person I have here!_ America snapped.

Vale went silent.

"Our escape will be harder to track by fifty-seven percent if we disable the lighting." Penny stated, oblivious to the argument.

"I got it." America said. He raised his hand, only to recall he was out of Aura. "Um. Or not."

Penny's swords whipped out and stabbed a lamp. Electricity arced through the wires to her body, making her orange hair stand on end. She immediately removed the sword from the lamp, which sparked dejectedly.

America yelped. "Penny, _don't stick metal in that_!"

Penny appeared unharmed by the electrocution she just withstood. "That course of action was not viable."

"That 'course of action' was _stupid!_ " America snapped.

He went to the wall, running along it as he dragged his hand over the wires. Penny followed silently, hair still slightly puffed.

America sighed in frustration, his ire growing with every step his Semblance failed to activate. "Come _on_ …"

After about fifty feet, the first lamp extinguished.

America whooped mentally. "I've got it. Come on, Penny. We'll put out lights as we go."

He grabbed Penny with his other hand and they fled deeper into the tunnels, plunging everything behind them into darkness.

 **XXXXXXX**

 **A/N: Thanks to everyone who read, reviewed, etc!**


	14. Not So Little Secrets

**Chapter Fourteen: Not So Little Secrets**

The passage stretched endlessly in front of America and Penny, lit only by the buzzing lamps on the walls. The two had stopped running long ago, though Penny offered to carry the tiring nation through the twisting halls. America politely declined, ignoring his aching feet. He had not realized how long the tunnels were and regretted losing his bag sometime during the chase. His food, water, and other items were gone, leaving him only with his weapon, the bag with France, Romano, and Australia's weapons, his ring, and the clothes on his back. But he did not want to stop, not even for a breather.

Ironwood must be pursuing them by now with whatever soldiers he could gather. America could only hope Penny was truly on his side now and was not leading him to another trap. Or waiting for him to collapse so she could hand him over to the General. She claimed they were headed towards the exit in the slums, far from the capitol building of Atlas, and thus the trip was much longer than previously calculated.

"We turn left at the next divergent path." Penny informed him.

"Got it." He said. He looked down a dimly-lit hall to their right. "It's like a maze in here. Where do all these other paths lead?"

"The slums, the capitol building, the Schnee Mansion, the Research and Development facility—"

America hummed, only half-listening. "What about the Academy?" he asked idly.

"…Affirmative." She said. "There is an abandoned mineshaft that is no longer a mineshaft that leads to the Academy."

America balked, nearly tripping over his own feet. "There _is_?"

"Of course." Penny stated, oblivious to his alarm. "They are well-guarded, unlike the tunnels we are currently traversing through."

America relaxed slightly. "That's good."

He had to admit he was glad Atlas wasn't arrogant enough to leave a passage into her Academy— or possibly the underground vault that held the Relic of Creation— unprotected. A niggling theory prodded at his mind and he acknowledged it with a grimace. The passages were meant for fleeing the city. If Atlas had to leave, she would want to take the Relic with her. Which likely meant there _was_ a path directly into the Vault.

 _Hopefully Atlas isn't dumb enough to only leave a couple soldiers standing guard… And here I thought an_ _ **elevator**_ _was not secure enough._ America trusted Ozpin had a few more tricks in Beacon's Vault than a simple button to get to it. _Right, Vale?_

Silence answered him.

America kept his expression bland, ignoring his increased heartbeat. _Vale? Are you okay in there?_

" _Oh, now you want to talk to me."_ Amber snarled.

America scowled.

"Is something wrong?" Penny asked.

"No." America said shortly. _What's with the attitude?_ he directed at Vale.

" _Oh, nothing."_ Vale said snappishly.

America put his hands in his pockets as he walked, frowning down at his shoes. _Are you mad at me?_

" _No."_

 _You are. What did I do?_

" _You didn't listen to me."_ Vale hissed.

 _You wanted me to essentially commit suicide rather than try to escape._ America thought bluntly.

" _We were almost captured!"_

 _Using the ring wouldn't have changed that. And we_ _ **weren't**_ _captured. We got out._

Vale's wordless anger washed over him like heated waves, but he felt something else lingering underneath the surface.

… _What did I do?_ He asked again, softer this time.

Vale huffed, her annoyance prodding at his mind. _"You're acting foolishly naïve. 'Penny' cannot be trusted. She sold us out and nearly got us dragged to Atlas."_

 _She realized she messed up and saved us,_ America reminded her.

" _She still tricked us."_

 _She didn't know any better._

" _We would be in a cell right now because of her!"_

 _But we aren't because she helped—_

" _ **She betrayed us!**_ _"_

America winced, rubbing at his forehead. _Oh. So… that's what's wrong._ He directed his next thoughts at Vale. _Penny isn't Mistral, Amber. She didn't lead us into a trap to hurt us._

Stony silence met his declaration.

America sighed mentally. _Look, I'll stay on my guard, okay? If she tries something I'll knock her out and run._

" _That's not good enough."_ Vale growled.

 _Then what would you have me do?_ America asked tiredly.

" _Ditch her."_

 _We can't get out of here alone. With our luck we'd stumble into the Transformation Institute._

" _Don't you want to find it?"_

 _Not when I'm tired and hungry. We need to get our bearings before we explore the mines._

" _We might not have time to 'get our bearings'. Ironwood will have soldiers looking for you."_

America winced.

"Are you—?"

"I'm fine, Penny. You wouldn't happen to have supplies to make me a disguise, would you?"

"Negative." Penny stated.

"Well, it was worth a shot." America sighed. He absently brushed a lock of hair away from his eyes, briefly cupping a hand over the left one.

"… _I'm sorry."_ Vale whispered.

The abrupt change from furious to somber startled America but he pushed past it to respond. _What for?_

"… _All of this."_ Vale said after a pause.

 _I told you it isn't—_

" _I'm_ _ **useless**_ _!"_ Vale choked. " _When you were struggling I couldn't do a_ _ **damn thing**_ _to help you. I'm nothing more than a voice in your head. I can't fight, I can't keep an eye out for unseen dangers, I can't even transfer my knowledge to you. Yet you suffer my burdens. You feel my pain."_

America winced as _Grimm tore through Beacon's grounds_ —

She chuckled hollowly. _"See? I only know you're in pain because you grimaced. All I do is hurt you."_

 _No,_ America denied. _You kept me from going crazy in that cell. You help keep me focused in battle. Without you, I wouldn't have fought that soldier. Who knows what he would have done to me if you didn't snap me out of it. You aren't useless._

" _Emotional support is a bit of a downgrade."_ Vale said weakly.

 _Maybe, but that doesn't mean you should stop fighting_ , America insisted. _We still have a job to do._

" _What's that?"_

 _Saving Vale, Earth, and Remnant of course. Cause we're the heroes!_

He felt something comparable to a smile from her. _"Except Atlas. Screw Atlas."_

America laughed. _Glad we're in agreement there._

" _Yeah."_ Vale murmured, almost to herself. _"Screw Atlas. Screw Atlas and O—"_ She paused. _"…I need to think."_

America sensed she wasn't avoiding him so her decision did not upset him. _Okay. Take your time._

She retreated, presence vanishing.

"The exit is this way." Penny said abruptly.

America followed her to a vertical mineshaft and peered down into the darkness below before craning his neck upward. As far as he could tell, there was no lift to get them out.

"That's not very convenient." He commented.

"The elevator was removed." Penny informed him.

America frowned. "But isn't this supposed to be for evacuations? People would rush down here blindly and have nowhere to go."

Penny said nothing, staring at him unblinkingly.

America's stomach twisted but he ignored that possible revelation. "How are we getting up?"

"There is a rope." Penny said, pointing. "I have other means if you prefer, but they are louder and could bring the enemy to us."

America eyed the thin rope with distaste. "We'll use this. If it breaks, stick your swords in the wall or something."

"This is unsafe." Penny stated. "But staying here increases the unsafe nature of our situation by forty-seven percent."

America nodded and stepped up to the rope, grasping it and giving it an experimental tug. It did not snap in his hands, though it felt noticeably stringy. He put his full weight on it and did not fall to the floor.

 _So far, so good._

America carefully swung out into the mineshaft, planting his feet on the wall. The rope still held. He began to climb, grimacing as the rope scraped at his fingers. Every step made him hold his breath, every creak made him tense, and sweat trickled down his forehead, not from exertion but just plain old stress.

If he fell, he'd live of course but he'd be deeper down and a soldier could stumble across his healing body. He'd hate having spent all this effort to escape only to get captured because he couldn't stand on broken legs. America pulled himself upward, inch by inch, and soon saw the top of the mineshaft. His hand landed on the edge of the tunnel and he clambered to safety, exhaling shakily.

 _I think I don't like heights._

"I'm up." He called softly down the shaft.

"Acknowledged." Penny's voice called back, echoing.

America winced and glanced around. The tunnel remained empty. He heard Penny's shoes hit the side of the shaft and peered down, holding his breath as she ascended. Miraculously, the rope held and she landed beside him with no issue.

America wiped at his brow. "That went better than I thought it would."

"The integrity of the rope has decreased by a further twenty-five percent." Penny noted, studying it.

"Then we'll have to find our own rope for when we come back." America decided.

"We are returning in the foreseeable future?" Penny asked.

"Yes." America stated. "We have to try to find the Institute. If Ironwood is telling the truth, it's down here somewhere."

"Noted." Penny stated. Her dull eyes locked with America's blue and green. "Based on the data within my databanks, heterochromia is a rare and easily identifiable trait."

America grimaced. "I know. I need to cover one of my eyes."

Penny grabbed the black-and-green collar around her neck, tearing it off. Before America could stop her, she ripped it into a strip and handed it to him. "This should suffice."

"Penny, you ruined it." America said, distressed.

"The clothing accessory can be replaced in multiple stores within Atlas." Penny stated. "Alfred F. Jones cannot be replaced. Hiding one of your eyes will decrease your identifiability by thirteen percent."

America hesitated, and slowly covered up his green eye. He paused, then took off the makeshift eyepatch, moving it to his blue eye instead. Penny stared at him, so he felt the need to explain. "This should catch a couple strangers off guard if Atlas describes me as blue-eyed."

"That is a viable tactic." Penny decided. "However, we will need to remain out of sight as much as possible. We are fugitives, and Atlas is the enemy."

America grimaced. "Yeah. I guess we can't walk up to the Academy or something and say 'Hi'."

"That course of action is not advisable." Penny said stiffly.

"That was a joke, Penny."

"I do not compute."

America sighed. "Don't worry about it."

"I do not 'worry'."

America let it go. "Ready to head into enemy territory?"

"Affirmative." Penny stated. She blinked, fingers quivering. "I am… combat… ready."

America stared at her. His lips twitched, and he smiled, a bright, beaming grin. Penny blinked, brow furrowing slightly, and America could only grin more. He did not offer and explanation, and Penny did not ask.

Together, they walked into the slums of the City of Atlas.

XXXXXXX

 _Tap tap tap tap tap tap tap._

England looked up from the Scroll he was reading, a scowl still pulling at his lips. He sent one final glare at the rubbish Atlas called 'news' and set it aside, getting off his bed and going to the door. He opened it, scowl still in place, and blinked, lowering his gaze. Ruby stood there, fidgeting as she rocked on her heels.

"Hi." She whispered.

"Hello." England greeted her. "Are you aware what time it is?"

Ruby glanced at the clock and nibbled at her lip. "Yeah. Um. We're having a sleepover. You want to come?"

 _That_ question was nowhere on the list of things he thought she might want to ask him. England's first instinct was to say no, he had no time for such childish things, but the look in Ruby's eye stopped him. It was obvious the girl had been crying recently, and England saw no need to bring back her tears.

"Very well." He said gruffly.

Ruby smiled and grabbed his hand. England felt her trembling so he did not comment, letting her drag him to another room as his mind whirled. Why was she upset? Had something happened? Was she afraid to tell him openly? Something was certainly wrong. Ruby was young but she would not approach him for something as childish as a sleepover, at this hour, in this place. England debated going back to retrieve his staff but dismissed the thought. If there was an attack, he'd fight well enough without it.

They entered the girls' room. To his surprise, everyone was there, with the noticeable exception of Qrow, Oscar, and— by extension— Ozpin. Ruby released England's hand and hurried to Canada's side. She sat behind him and curled up against his back, almost like she was hiding from the rest of them. England caught Yang's eye and they exchanged concerned glances.

Blake cleared her throat. "Um… not to be weird but why are all of you here?"

"Ruby insisted." Russia said, and Italy nodded in agreement.

"I noticed." Yang mentioned, scanning the room. "Listen, Ruby, there's something I'd like to—"

"I know about Mom." Ruby whispered. "I overheard."

Yang froze, eyes turning a pale, listless blue. England looked from Ruby to Canada, who stared back at him, violet eyes dull with unhappiness.

Before England could ask, Ruby laughed, the sound choked and watery. "Thanks for trying to tell me. I'm glad you were planning to."

"Of course I was." Yang said firmly. "No secrets, remember?"

"Yeah." Ruby huddled behind Canada's back, and England could see her trembling. "That's why we need to tell everyone."

Yang's face grew pained. "Ruby—"

"You don't have to tell us anything." Weiss interrupted firmly.

"Yes I do." Ruby stated. "Because it has to do with your _safety_. If I don't tell you, _you could die_."

Her voice audibly shook as she uttered the words, and that silenced any protests Weiss had. She stared at her partner apprehensively. An ominous chill went up England's spine.

"Yang." Ruby whispered. "Tell them about Silver Eyes, please."

"Are you sure…?" Ruby peered past the safety of Canada's shoulders before returning to her hiding spot. Yang took a deep breath. "Okay."

She told them what she had learned. About Silver Eyes, about Summer Rose, about Ozpin and the secrets he held. Every word made England feel colder as he comprehended what this all meant, and the chill dug deeper when he also realized what it implied. When she was done, the stunned silence stretched on and on, and Ruby seemed to shrink in on herself, perhaps from sorrow or misplaced blame.

"I can't believe this." Pyrrha said faintly.

"Ozpin knew what happened to your mom _this whole time_?" Weiss demanded.

"And he also knew the risks of using Silver Eyes yet did not inform you." Japan murmured.

"We should have known." Jaune snarled. "He only tells us things when it's _convenient._ "

Pyrrha hushed him softly and he calmed down, though his jaw remained clenched with rage. Ruby pulled up the hood of her cloak, staying behind Canada.

"Ruby." Russia said suddenly. "None of us will shun you because of the side effects of your power."

Ruby flinched. "I could hurt you if I activate them by accident." She said tremulously. "Ozpin said Silver Eyes can _disintegrate people_." Her eye widened and she lurched to her feet. "I need to leave. If I activate it by accident I could kill you I _need to go—_ "

Weiss rose and stopped her partner before she could flee. "You _won't_ hurt us, Ruby. You won't just start…" She cringed. "…rampaging because you get a little upset. And now that we know of the danger, we can defend against it."

"England, do you have any spells that might help?" Canada asked.

Ruby's eye snapped to him, wide and desperately hopeful, and England felt his heart melt. He hid it behind his normal huffiness. "I can look. I brought my book with me this time so I have access to—"

Ruby disappeared in a blur of rose petals, reappearing with her arms around him. England jumped but did not pull away as she trembled against him. He waved his arms slightly, uncertain what to do with them, and settled for patting her head awkwardly, looking helplessly at Yang. The blonde-haired girl shrugged.

"So that is why we had this little get-together." Russia commented. "But what do we do now that we know Ozpin is a liar?"

"He's not a liar." Weiss defended the Professor instinctively. She hesitated, averting her gaze. "He's… just not telling us the truth."

"Sounds like a liar through omission then." Russia said pleasantly.

Sun's shoulders slumped and he stared at his hands pensively.

"Call it what you want but Ozpin didn't tell us important information _again_." Jaune bent his knees and grasped at his hair, leaning his forehead on his kneecaps. "What else is he keeping from us that we should know?"

"I cannot say." Japan said. "But I fear that since we do not know the proper questions to ask, we will continue to be blindsided."

Without warning, Ruby's face crumpled. She sought out her sister and tears gathered in her eye. "He knew why mom died this whole time."

Yang rushed to her side and embraced her, allowing her sister to sob into her shoulder. Knowing it was not his place to interfere in their grief, England grimaced and forced himself to look away.

"What do we do then?" Russia repeated.

"We can't just up and leave." Weiss said. "We still need to find Alfred and the others and protect the Relic."

"But our leader is an untrustworthy twat." Nora growled.

"It's may not be that he's _untrustworthy_ , it's that he keeps everything a secret until he thinks we should know." Ren pointed out. "While I understand why, that decision has caused more problems than prevented them."

Sun's tail drooped and his lips thinned.

"Ve~ Maybe we should think about what this changes instead of why he did it?" Italy offered.

"Good idea." Weiss decided. "So now we know that Silver Eyes are potentially dangerous, Salem might know about Ruby and target her—"

"Why do you say that?" Yang asked sharply.

Weiss frowned at her, flipping her hair behind her shoulder like it was irritating her. "Ozpin himself said Salem drew Summer Rose out. Ruby could become a target if Salem knows about her Silver Eyes now."

"Salem won't get her." Canada growled, ice crackling over his shoulders.

"Agreed." Nora snarled with equal vehemence.

That made Ruby smile. It was small and rather timid, but it was there.

"So to summarize, we need to be careful about Silver Eyes, keep an eye out for Salem's forces, and try to see if Ozpin is holding any more essential information too close to the chest." Weiss said. She sighed tiredly, rubbing at her forehead. "That sounds easy."

There were nods of agreement from everyone except Sun, who stared at his knees with a frown. A thoughtful silence fell over the group as they pondered what they had just learned and what it could mean for their futures.

Nora broke the quiet. "So… are we actually doing a sleepover now?"

Ruby turned pink. "I wasn't sure how else to make everyone come here without asking questions." She mumbled.

"A sleepover sounds fun!" Italy said excitedly. "We can play games and tell stories and make snacks."

"We probably should keep quiet to not wake up Uncle Qrow and Oscar." Ruby mentioned.

"I feel bad for not involving Oscar in any of this." Pyrrha confessed.

"He has Ozpin in his brain. We _can't_ involve him without Ozpin learning we're… upset." Jaune reminded her.

The champion nodded solemnly. "You're right. I hate having to keep it secret, but I suppose it is for the best. Our superiors have the world's best interest at heart but I cannot say they hold _our_ interests at the same level of esteem—"

"I'm Vacuo."

It became so quiet one could hear a pin drop.

The nations and teenagers slowly turned to stare at Sun. The monkey Faunus sat with his back ramrod straight, skin almost as pale as his shirt and tail quivering nervously behind him.

"…What?" Blake said blankly.

Sun swallowed and lifted his chin, meeting their eyes steadily. "I said… I'm Vacuo." Stunned silence met his declaration and he smiled apprehensively. "…Surprise?"

XXXXXXX

"Bastard."

 _Zzzzzz._

"White-haired bastard."

 _Zzzzzzzzzzz._

"Wake up or I'll shock you."

 _Zzzzzzzzzzzzzzzzzzzzzzzzz—_

 _ **Bzzt!**_

Prussia woke with a yelp, jolting upright in bed. Red eyes glared at him, glowing in the darkness and he scowled, clicking on the light and revealing Tony.

"That was very unawesome of you."

"You weren't waking up." Tony grunted unsympathetically. "One of your fellow idiots is in the hologram room."

Prussia looked to the time and back at the alien, brow furrowed. "At this hour?"

"Yes." Tony said. "Now go get them before they hurt themselves."

"Why do I have to do it?" Prussia complained. "You should wake West."

Tony stared at him distastefully.

Prussia's eyes narrowed. "You woke me on purpose to spite me." He realized.

"Go stop the idiot." The alien said. He turned away and walked out.

"I will have my vengeance, little grey man." Prussia muttered.

He got out of bed, grabbing Rapunzel off the nightstand before stumbling down the hall. The light of the moon shone through the windows of the mansion, illuminating his path, and he grumbled as loudly as he dared as he padded his way carefully past the other guest rooms. Tony had been unawesome and woken him, but Prussia knew better than to try to wake anyone else. Hungary was scary when angered. Not that the awesome Prussia feared her. He feared _no one._

…Except maybe Hungary when she was angry.

Prussia headed to the hologram room, steps quickening as the distance between himself and the bedrooms increased. He heard the faint clatter of battle and grinned, breaking into a run. It seemed someone was training. The hour was odd, but their passion for battle must be strong. Perhaps they would want to spar. Grinning, Prussia checked the screen by the door to see who was inside. He immediately yanked it open and ran in with a shout.

"End simulation!"

" _Simulation terminated."_ The robotic voice reported.

Austria fell from the Griffon's talons, landing in a heap on the floor. The burning city landscape around him vanished and he got onto his hands and knees, breathing heavily. Prussia knelt at his side, noting the paleness of his face and the sweatiness of his skin. Any bluster and bravado vanished as he scanned his friend for injury, still in disbelief that he was there.

"Austria?" he greeted dumbly.

"Prussia." He said, breathy voice far removed from his usual regal tone. "What are you doing here?"

"Tony informed me someone was training in secret. That was _you_?" Prussia asked, stunned.

Austria scowled and shoved him away. "Do not sound so surprised. We both know I need it."

Prussia paused, watching as Austria stood and retrieved his gun from where he dropped it. He finally noticed the dark shadows under the nation's eyes and the disheveled state of his hair. He had a sneaking suspicion it was not from his recent fight.

"How long have you been doing this?" he asked.

Austria's shoulders stiffened. "A couple nights. I know I need to improve. My shooting skills are tolerable but my close-range combat is abysmal."

Prussia's frown deepened. "That is true, but you never cared to learn before. You are not a fighter—"

"I am part of this Taskforce." Austria snapped. "I refuse to drag it down because I am incompetent."

He began reloading the rifle, hands trembling. His normally-deft fingers missed and he cursed softly. Prussia strode over to him and silently adjusted the barrel, putting the bullets in properly. The chamber shut with a click.

"Thank you." Austria said briskly.

He made to move but Prussia held onto the gun, staring intently at him. "Why are you doing this?"

Austria refused to look at him, glaring at an empty part of the floor. "I told you—"

"Why are you forcing yourself to become something you are not?" Prussia continued.

Austria's jaw clamped shut.

"While I admire your determination to improve your skills in combat, you do not need to be a fighter." Prussia said carefully. "You do not need to be in the Taskforce."

Austria's violet eyes hardened. "Yes, I do." He snapped, yanking the rifle out of Prussia's grip. "I saw the list. At least _three_ portals opened in my country."

Prussia was beginning to understand what was happening. "That is true, but the Taskforce—"

"Three portals could mean _hundreds_ of Grimm in my borders." Austria pushed on as if he had not spoken.

Prussia observed him without speaking, watching as he lifted the rifle and looked down the scope. He lowered it, gaze growing distant.

"There were portals in Hungary as well." He whispered. "And so many other countries. We all saw those monsters when they attacked the conference building. It was like a scene from one of America's childish horror movies. The Grimm may be waiting for something now, but they _will_ attack. And I— I _cannot_ sit by and wait for rescue if that happens." His shoulders slumped. "I know I am not a fighter. I know I am not the most motivated nation. But I _need_ to be a part of this."

Silence fell, broken only by the distant whispers of running machines.

Eventually, Prussia nodded. "Okay. But if you want to improve, let me teach you."

Although his violet eyes remained dull with misery, Austria jerked his head in agreement. It showed just how serious he was about this. For some reason, it made Prussia's heart ache. Austria was not meant to be a fighter.

And yet here he was.

Prussia forced a grin and clapped his hands together. "Okay, rookie! First up, target practice. I know you know how to shoot but let's not get mauled by the computer-generated demon-birds just yet."

Austria rolled his eyes, but his posture relaxed. "Fine." Almost too softly for Prussia to hear, he spoke. "Thank you."

Prussia acknowledged his gratitude with a smile and typed his request into the room, transforming it into a firing range. He stood beside Austria and adjusted his aim.

"Now, let's work on your shooting and reloading speed…"

 **XXXXXXX**

 **A/N: I decided to update today just cause. XD See you Friday! (Unless I decide to update again... I have no self-control, as you all know.)**

 **Thanks to everyone who read, reviewed, etc!**


	15. Sand and Snow

**Chapter Fifteen: Sand and Snow**

Weiss lunged.

In a single motion, she clapped her hands over Ruby's mouth, turning her startled shriek into a muffled squawk. Yang's eyes were similarly wide, though she kept her silence. Blake, meanwhile, looked like she'd been slapped, her mouth open and her pupils dilated in the soft light. JNPR were stunned into silence as well, exchanging surprised glances. The nations were completely unperturbed.

"I _thought_ I sensed something odd about you during the battle of Beacon." Arthur commented casually. "So you are a nation of Remnant. Of your kind, I do believe I like you the best already."

Sun blinked, twitching tail going still. "…Thank you?"

Ivan clapped him on heartily the back, nearly making him kiss the floor. "Be proud. Arthur does not give compliments lightly."

"Ve~ but Sun's competition isn't very nice at all." Feliciano commented. He froze, waving his hands frantically. "I'm not counting you and Alfred as Remnant nations, Matthew. I'm sorry!"

"I know. It's fine." Matthew soothed him.

"How are you all so calm?" Yang yelped. " _Sun_ is _Vacuo_. _**Sun**_. The banana-eating goofball who constantly abandons his team and got punted by a Paladin and just so happens to be our friend—"

"Hey!" Sun said, finally catching on to what she was saying. "I don't eat that many bananas."

"That is quite an amazing coincidence that you happen to be friends with us." Ren commented. His head tipped. "Could it be fate?"

" _Cool_." Nora said.

"Oh Gods I called a nation 'riffraff'." Weiss squeaked.

"What was that?" Ruby asked her.

"Nothing."

"You're some mostly-immortal reincarnating soul who can get a Relic and you never thought to _tell us?_ " Blake snapped, breaking her stunned silence.

Sun's shoulders slumped and he fiddled with a hole in his jeans. "Yeah. Don't take it personally. Even Neptune doesn't know."

Blake gritted her teeth. "You have to admit it's kind of a big thing."

Yang stared at her in mute disgust, eyes flashing red.

"I _know_ that, okay? How do you think _I_ feel?" Sun asked, delaying a potential bloodbath. "I woke up one day and remembered I was a _nation_."

"That must have been rough." Matthew said gently before Blake could respond.

Sun blinked, some of his tension easing at the support. "Yeah. I… I can't really describe it. I'm still _me_ , but I'm also… more. Maybe it's because Vacuo and I were so alike?"

"Vacuo's a dorky buffoon, then?" Yang teased, but her red eyes never left Blake.

Sun scratched his ear awkwardly. "Yeah, I gu— _'Dorky buffoon'_?"

"How did you surv— er, not change from the merge?" Pyrrha interjected.

Sun shrugged. "Like I said, Vacuo and I were really similar personality-wise. I just went to sleep and woke up the next morning with new memories and another Semblance."

Matthew tipped his head back, eyes glazing as he became lost in memories. "Oh, that's right. Vacuo can—"

"Why didn't you tell anyone?" Blake demanded.

Sun's tail curled defensively. "Government's not really a big thing back home. And I didn't feel like showing up at Shade just yet. I had plans to become a Huntsman, so I went to Haven."

"Are you _kidding_ me?" Blake snapped. "After all that talk about me running away from my responsibilities, you did the same thing?"

Sun flinched but his expression settled into a stubborn glare. "It's _different_. If I stayed there, I'd _have_ to work with the highest-ups of Vacuo. I'd have to be some... weird government official, if you can even call my top guys a 'government'. I wouldn't have a choice. And I wouldn't be able to be _me_ anymore. I want to be _Sun_ before I have to be Vacuo."

Blake's ears flattened.

Arthur interrupted. "So your nationhood was forced upon you unceremoniously, without your choice, and you were expected to give up your freedom and become something you were not."

Sun glanced at him hesitantly. "Yeah. That's… a way to put it, but yeah."

Arthur's green eyes were surprisingly soft. "I do not blame you for hiding your identity. Considering the track record of Ozpin's lot, it's probably best they did not know."

"But now _we_ know." Pyrrha mentioned. "As a result, we are one step ahead of our enemies for once." Her green eyes darted to each of them. "Should we try to retrieve the Relic of Destruction from Shade while we can?"

"We can't leave the city without Ironwood knowing." Jaune pointed out. "And he'll want to know why we're going. Not to mention Ozpin…"

"If we tell Ozpin and Qrow, what will they do to Sun?" Nora asked bluntly.

Silence fell over them and the air crackled with tension.

"Ironwood will shove you in a cell somewhere where only he and Atlas can find you." Arthur said. "Ozpin will shove you in a room, lock the door, throw out the key, and say it's for your own good."

"More like he'll open the door and convince you to walk in yourself 'for the benefit of the world.'" Matthew muttered.

Sun turned bone white.

Weiss glared at the two nations. "No they wo—" She remembered what the twins went through and what happened to Alfred and her jaw clicked shut.

"You _lied_ to us. You hid your identity." Blake snarled suddenly.

Sun recoiled, hurt flashing through his expression.

"That's rich coming from you, Ms. Bow." Yang said icily.

Blake's mouth fell open.

" _Hey_." Jaune said sharply. "Enough of that. Sun may have kept it secret but he told us now, and of his own choice. That's what matters. So what do we do?"

"Don't tell Ozpin." Yang said immediately, Ren and Arthur nodding in agreement.

Ruby's shoulders slumped and she stared at her hands pensively.

"And don't draw attention to Wukong-san." Kiku added solemnly. "He is the _only_ hidden nation. We must keep it that way if you hope to keep him safe."

Nora laughed nervously. "Sun, it's really cool that you decided to tell us but now I'm not sure we should know while we're in _Atlas_."

"If Salem's forces start targeting Sun we'll know why." Pyrrha pointed out.

Sun winced. "I think all I've done is give you a reason to panic if I go missing…"

"We'll keep you safe." Ruby promised him fiercely.

"As will we." Matthew said, speaking for the nations. "We have to stick together."

Weiss risked a glance at Yang and Blake, who glared at opposite walls. She met Ruby's eye and the younger girl shrugged helplessly.

Ivan was not so subtle. "Good luck with that plan."

Weiss ignored him. "So in response to secrets we're keeping secrets?"

"It's not like that." Arthur assured her. "If your superiors are told, they will act rashly and whisk Sun away somewhere without informing us of the details. And even with all he has done, I do not trust them to keep this information from Ironwood."

Sun winced. "I always remember Atlas as a creep but this is a whole new level of evil. No thank you."

"So it's agreed that we won't inform Ozpin or Uncle Qrow?" Ruby asked steadily. At their nods, she sighed. "Okay." She took a breath. "I know it's late. Do you guys actually want to do the sleepover thing or…?" She trailed off, cheeks reddening.

"We might as well stay." Arthur said briskly.

"Yeah. We can still have snacks!" Feliciano added.

"I believe it would be wiser to wait until morning." Kiku cautioned.

"Awww." Feliciano said with a pout.

"I'll go get blankets." Yang offered, grinning.

"I'll help." Ivan decided.

The two left the room, and Weiss took a moment to study her leader. She was smiling, but the redness from her earlier tears remained. Weiss got up and helped the others as they began to clear an area on the floor for everyone and leaned over by Matthew.

"Thank you." She whispered.

He did not need to ask what it was about. "You're welcome."

XXXXXXX

America could hardly believe his eyes. He knew what poverty was. He had seen it firsthand, had even lived through it a few times. He knew hunger. He knew homelessness. He knew the gripping despair when there was not enough food to go around, no roof over his head, and the struggle of falling into a pit and failing to get out. He knew what it was like to live in squalor. But this… this was like lifting up a diamond to see maggots and bile underneath.

To call the buildings 'broken pieces of materials that happened to be stacked together' would be an understatement. They had more holes than a graveyard, and may as well be one too. Most of the buildings did not have doors, fewer had windows, and even fewer were anywhere close to being intact. If America did not know better, he'd swear the city had just been attacked and damaged. But the buildings were too broken for a recent attack to be the reason for their crumbling state. How could Atlas, the so-called technologically advanced Kingdom, let a part of their city fall into such disrepair?

America felt eyes on him as he hurried down what he could hesitantly call a sidewalk with Penny lingering at his right shoulder. In his peripheral, he saw a few pairs of eyes, reflecting the sparse, dimly-lit streetlights before vanishing. Many of the residents were likely Faunus, either forced from better homes by the loss of jobs or the lack of the chance to find one. How many people came to this city, seeking the wonderful things it promised, only to find themselves here, in the place society had shoved them into?

It made America want to cry. He kept a stiff expression because tears would not help these people. _He_ could not help these people. He was helpless in Atlas. He could not be these people's hero.

As he hurried down desolate streets, America walked with purpose, though he had no destination in mind. He had only a little money, no allies other than Penny, and no clue where to begin. He had an eventual goal; finding Transformation Institute in the mines, if it was even there. But he did not know where to begin.

At least there did not seem to be any soldiers patrolling the area. Did they simply not care to reinforce their reign here at night, or did they not care about the people here at all and saw any patrols as a waste of resources? Or could it be they only arrived in the daytime, forcing the people to hide away from even the sunlight? America did not know. He was not sure he _wanted_ to know.

…Were those footsteps behind him? America forced himself not to look, carrying on at a deceptively purposeful pace. If he looked like he was not someone to mess with, the locals would think twice about mugging him. The feeling of being watched failed to cease and he swore he heard the soft taps of shoes on stone. He forced his footsteps to not quicken.

 _Don't show fear,_ he told himself. _Don't show uncertainty. Don't show unease._

 _Don't become a target._

"Hello, there!"

America felt a chill as a male voice called out to him. Despite his better instincts he slowed, looking towards the man who spoke. At first glance, he appeared like any other citizen. Middle-aged, brown hair, simple business coat, cheerful smile. Yet something about him made America's instincts scream at him to run. He made the possibly-idiotic decision to ignore those instincts and stopped in place.

A few steps ahead, Penny paused, turning back and narrowing her eyes. America subtly shook his head, stopping her from confronting— or more likely, obliterating— the man. It was not wise to attack unless he attacked first. The robot computed the gesture and fell back, letting America take the lead in this one. The man shot her an uninterested glance before turning back to America, smile still in place.

"You look a little lost. You need some help finding your way, lad?" he asked kindly.

America forced himself to smile politely as he shook his head. "No thank you. I'm fine."

"Are you sure?" the man took a step closer. "It's past curfew. You risk running into some soldiers if you stay out here. My home is open if you need some shelter." He looked at Penny briefly before bringing his fully attention back to America. "Your friend can come too."

"We'll be alright." America insisted. "Thanks."

The man studied him intently, head slightly tipped to the side. "You may say that, but I've seen that look in your eyes before. You don't have a place to go, do you? You can never go home."

America's voice caught in his throat and his fists clenched. Did this man know who he was or was it a lucky guess?

"You're new around here. You have no one to turn to." The man continued, and again his gaze flitted over America in a way that might be mistaken for concerned if it did not make America's skin crawl. "I can help you and your friend get settled in, if you want. Help you start out on your feet instead of starving in a ditch." In contrast to his morbid prediction, he chuckled genially. "I'll even offer you a job."

Perhaps it was his exhaustion, but America was having trouble following the conversation. What was this guy's deal? What did he want? "I don't understand."

The man smiled. "Do I need to spell it out for you? I'm a local businessman. I help people like you and give them work so they can make a living in these parts." He gave a careless shrug, and for a moment, America saw past the cheerful mask and spotted something unpleasant and slimy underneath. "I help you get off the street, you work for me in exchange. Simple."

An uncomfortable feeling settled in America's stomach. "Thank you for the offer but I don't need help." He said tersely. "Goodbye."

He hurried away, ignoring the man's call to wait.

The chuckle that followed his plea was not so easily dismissed.

"You'll seek me out eventually, lad." The man said, and America could feel his eyes on his back. "The desperate always do in the end."

America grasped Penny's arm to keep her from attacking the man and retreated as quickly as he dared. Once he was certain he was out of sight of the man he let her go, rubbing a hand over his face and exhaling shakily.

"Are you mentally unsettled?" Penny asked.

"I'm fine." America claimed.

Penny's fingers twitched like she wanted to strangle something. Or someone. "Why did we not terminate the man? He made implied threats to your safety."

"We can't go around killing sleazebags, Penny." America said.

Then again, as he considered what the 'businessman' might actually be, perhaps they _should_ have. It might save a few desperate souls from getting trapped in whatever 'business' he ran. Based on the way the man kept looking at him, America could easily guess what kind it was. America pushed such thoughts away and led the way deeper into the slums, hyper-aware of every shadow and dark corner.

He passed by an alley and the hair on his nape prickled. He slowed down, looking into the darkness as his senses tingled. His hand drifted towards his weapon but he did not unsheathe it. He didn't want to fight, especially if it was some malnourished, desperate person attacking him in the hope of getting a couple lien. He heard a clatter and inched closer to the alley, squinting at the darkness in an attempt to see through it.

"Why are you stopping by the alleyway?" Penny asked, thankfully keeping her voice soft.

"I thought I heard something." America murmured.

"Alleyways are not safe." Penny informed him, grasping his arm.

"I—" Before America could respond, familiar glyph appeared below his feet, locking him in place. His eyes widened, his unease washing away, and he grinned even as he gave a frantic shout. "Penny, _don't!_ It's _Weiss_."

The robot paused, weapons raised, but the wires slowly slipped into her backpack once more. The glyph around America's feet vanished and he looked at the shadows, beaming. "Wei—"

A hooded figure emerged from the darkness. America instantly noticed she was too tall to be Weiss, and the face under the hood was much too old to be his friend. He _knew_ her, however, and wracked his memory for her identity. A fight in a courtyard and previous discussions of a stern older sister prodded at his mind.

"W-Winter?" America stammered.

The Specialist frowned at him. "How do you know my name?"

"You're Weiss's sister." America said. "She's a friend, Penny." He added hurriedly as the robot stepped towards the soldier with her swords peeking from her backpack. Penny lowered her weapons, eyeing Winter neutrally.

America took a moment to note Winter's attire, taking in the completely new look. Instead of her uniform, she wore a deep blue outfit with darker blue armguards and armor pieces on her legs and shoulders. Her hood covered her white hair, which in turn was covered by what appeared to be a bandanna. A matching vest-like piece completed the look. Although the outfit was classy and sophisticated, it was certainly not what he would expect the Specialist to wear. Though that may be the whole point.

Blue eyes flicked to Penny and back to America. Her frown deepened and she blinked, recognition flashing through her cold features. "Alfred F. Jones. You are the boy who was sho—" She paused. "… You are Weiss's friend. One of the twins. She spoke of you. I apologize for startling you." Her gaze hardened, much colder than Weiss's could ever be. "There is a curfew in place. You should not be out at this time of night, especially here. What are you doing in this part of Atlas?"

"Um. I'm— Uh." America looked to Penny but she provided no assistance whatsoever. "…Touring?"

Needless to say, she was not fooled by his feeble lie. Winter's icy blue eyes narrowed. "I think you need to come with me."

America flinched, stepping back with his hands raised, like the defensive position would be enough to stop her from taking him. " _No_." he blurted, desperation leaking into his voice. "You _can't_ take me to the base!"

Hearing his terror— it wasn't like he was trying to hide it— Winter paused. Icy blue eyes pierced him. "Why shouldn't I? As I said, you are breaking curfew at the very _least_."

"Uh…" America scrambled to think of a reason why she should disobey her superiors other than 'They're bad people' and 'Your General wants me captured and locked away literally forever'.

Penny abruptly clapped a hand on his arm, keeping him quiet, and looked to Winter. "May I speak with you over there, Winter Schnee?" she asked, nodding to a spot a few feet away.

"…You are Penny Mark II?" Winter questioned.

"Yes, ma'am." Penny confirmed. "And I must speak with you."

Winter nodded warily, eyes narrowed in suspicion, but followed Penny readily enough. America stayed where he was, bouncing on his heels and debating whether Penny was giving him a chance to book it. A glance her way told him that was not the case so he stayed put, praying he could trust her.

As he watched, Penny rapidly whispered something in Winter's ear. The Specialist's eyes widened and her skin blanched, but she smothered the horrified expression with a neutral look. America frowned, wondering what Penny said to get such a reaction. Eventually she nodded and the two returned to America.

"I will not bring you to headquarters." Winter said.

America stared at her, not bothering to hide his shock. Wariness soon took its place. "…Really?"

"Really." Winter said dryly, but her tone was slightly _off_ -sounding. "Penny has informed me of the situation."

America cast a questioning glance at Penny. "What did you—?"

"I gave her a rundown of events. I told her how a soldier wanted you to go back with him and you did not want to, thus the soldier attacked you and threatened to shoot you, so we fled through the mines to here." she said simply.

America blinked. "That's _all_ you told her?" he asked uncomfortably. Although it may help them get Winter on their side, he did not want he to know about Vale and personifications or anything. She may be Weiss's sister, but she was still a stranger.

"Affirmative." Penny reassured him. She hiccuped and averted her gaze slightly. "I apologize. My previous statement was not one hundred percent factual. I also informed her that the soldier restrained you and looked under your shirt."

America winced, thinking of his scarred back, but forced a chuckle. "Well, it wasn't the first time that happened. You'd think I'd be numb to it by now."

Winter grimaced.

"Er. Thank you for helping us, Specialist Schnee." America said, eager to change the subject.

"Of course. A soldier's job is to protect the people, not harm them." Winter said. She glanced around at the empty, desolate streets. "We should go to a more secure location. Come. We shall walk to my apartment."

America hesitated but hurried after her with Penny at his side. He wasn't about to refuse a roof over his head for the night. "You don't live in the barracks?" he questioned.

"Not at this time. I have a mission in this area so it is more convenient for me to live nearby."

"What's your mission?" America asked curiously.

Winter frowned at him. "Classified."

America winced. "Right. Um… does Weiss know you're here?"

Winter looked away from him, lips thinned with displeasure. Or was it sorrow? "I have not spoken to my sister in some time. She ran away from home, as most people know."

"Oh." America said awkwardly. "Sorry. I haven't been… around for a while so I don't really know what's going on in the outside world."

"What do you mean?" Winter asked sharply.

"He was locked in a basement." Penny said.

"Penny _, no_." America hissed.

She looked at him. "I merely informed her of the facts."

"Well _stop_ informing her." America snapped. He noticed Winter staring at him and ducked his head.

The Specialist did not comment, leading them out of the worst of the slums and into a more tolerable part of town. It was far from nice, but compared to where they had been it was heavenly. For one, the building had a door, all its windows, and did not look like it was about to collapse. She unlocked her apartment door and ushered America and Penny inside, shutting it behind her. The sound of a clicking lock made America tense.

"Why are you locking that?" he stammered. Was she intending to trap him? Sure, a door wouldn't stop him for long but it might slow him down enough for her to—

Winter raised a sardonic eyebrow at him. "This is not a nice neighborhood, Mister Jones."

America's paranoia fled, leaving embarrassment behind. "Oh. Right."

To avoid looking at her, he set the bag with France, Australia, and Romano's weapons down by the wall and allowed himself to inspect the apartment. It was a small, but clean space, closer to the low-end of things but definitely livable. A couple doors led to what was likely the bathroom and bedroom, but the kitchen and 'living area' were connected, with the countertop serving as a table. Penny wandered to the window, peering outside, while Winter sat at the counter and looked at America expectantly. Resigned to the inevitable questions, America slowly sat in the other available chair, careful to not lean back and agitate his burning scars.

Winter took a Scroll from her pocket. "I would like to ask you a few questions about your encounter with the soldier."

America cringed. "I'd rather not answer but go ahead, I guess."

He owed her _some_ answers for helping him, though there was no way in hell he was divulging the whole story. He felt a phantom pain through his back and winced. The collar of his shirt was high enough to hide the scars, right? He adjusted his coat, pulling it tighter around himself.

Winter frowned. "Are you in pain? Do you need medical assist—?"

"No." America interrupted quickly. "I'm fine. Please don't call anyone. I don't need a doctor." He couldn't deny there was a little panic in his voice when he spoke. He wasn't sure if he could handle a visit from another doctor, even a civilian one. There mere thought of seeing another lab coat or smelling antiseptic made his skin crawl.

"Very well." Winter said, hesitating briefly. She cleared her throat. "If I may ask, has this soldier attacked you before today?"

America winced, wrapping his coat around himself to block out the sudden chill. He decided to keep his answers as vague as possible. It was for the best. He couldn't let her know his attacker was the General. She'd turn him over in a heartbeat.

"He… had me for a bit, but he only threatened me a few times and roughed me up. He never actually attacked me himself like _that_ before today." He thought of the scientists and soldiers and shuddered. "He had his men… do everything." _Don't give details about the experiments. She'll ask more specific questions. She_ _ **can't know**_ _._

"Would you be willing to identify him and his partners?" Winter asked, expression stiff.

America grimaced. _Oh yeah, that would go_ _ **so**_ _well._ "No."

"…That is your decision." Winter said, tone suggesting she disagreed with it. She looked at the Scroll in her hands.

"Is all this going in a _report_?" America asked, stomach dropping.

"Yes—" Winter began.

"No!" America blurted. "You _can't_ tell anyone. If you do he'll find me and take me back. I already had to escape twice and I don't think I can—" He clamped his mouth shut, cursing his blabbermouth.

"This was not the first time the soldiers had you." Winter stated, tone suggesting America had just confirmed something to her. The fingers holding the Scroll were white-knuckled.

America shifted in his seat, avoiding her piercing gaze. "He's been watching me for a while. He abducted me a while ago— before Beacon— but I got away." He felt her eyes on him and lowered his head further, hunching his shoulders. "I don't know the exact timeline. I'm sorry."

"That is alright." Winter assured him. "Continue."

"A while after Beacon fell I was captured again. I escaped a few days ago and tried to get into Atlas through the mines." He thought back to the fight and repressed a shiver. "When we ran into… _him_ I thought he'd get me again. It was too close. If Penny hadn't stopped him when she did he would have…" _He would have shot me and I'_ _d be right back where I started._

Winter looked noticeably pained. "How did they get ahold of you the second time?"

America couldn't stand her pity and stared at the countertop instead. "I had an argument with my family and ran away like an idiot even though I knew _they_ —" _Don't give names. It'll only be worse if I give names._ "—were after me."

A muscle in Winter's jaw quivered. "If you tell me who was involved they will be arrested—"

America laughed bitterly. "No, they won't. You wouldn't believe me anyway."

"Try me." Winter dared him.

America looked at the countertop, drawing pictures on it. "I don't even know most of their names. They made sure I never heard them. They wore helmets too so I can't identify them either."

"But you do know some of them. You can give me _some_ names." Winter insisted.

"I…" America thought back to everything Ironwood and Atlas had done to him and his skin crawled. "I can't."

Telling Winter would accomplish absolutely nothing. She wouldn't believe her General was capable of such things, and even if she did, no one would take steps to arrest Ironwood or Atlas. If anything, _Winter_ would be the one to be arrested and sent to the Transformation Institute. Or taken out back to be shot. America recalled the deaths of the scientists and shuddered. He couldn't let Weiss's sister get involved.

Abruptly, America stood. "I shouldn't be here. I need to go. If he finds out you're hiding me—"

"I assure you, I can take care of myself." Winter said.

"No you can't!" America argued. "Not against—" He remembered not to say Ironwood's name just in time. "— _him_."

" _Please_ identify 'him'." Winter requested.

America clamped his mouth shut, staring at the wall.

"It's—"

" _Don't_ Penny." He said sharply. "He'll _kill_ her. You know he will."

Penny went silent.

America's skin crawled and he rubbed at his arms. "Can I go shower, please? The mines were pretty dirty."

"Of course." Winter said stiffly, aura oozing reluctance. "It's the door on the left."

America nodded and got out of his seat, shooting a warning look at Penny. She stared back innocently before turning to Winter. America shut the door and turned on the shower before immediately pressing his ear against the thin wood, holding his breath. To his relief, Penny did not seem to be giving details behind his back. Winter merely asked if she required anything to function.

He took a moment to study his reflection in the mirror and cringed. No wonder Winter took pity on him. He looked _awful_. A layer of grime covered his skin, dark shadows colored the area below his eyes, and what flesh he could see was drastically pale, like he was deeply ill. There was also a familiar, bony sharpness to his features that meant he had drastically lost weight again.

 _Stress and being starved does that to a person._

America stripped out of his clothes and showered, wincing as the water hit the stinging scars on his back. He scrubbed at them viciously as if that would wash them away but they stubbornly remained. He did not know how long it had been since he first got them, exactly, but they should have healed by now. He… didn't know how to feel about that.

 _I'll have to wear a shirt at the beach to hide them. Actually, I might have to wear t-shirts or turtle necks everywhere… for the rest of my long life. I hope they don't go out of style._

America's attempts to make his thoughts humorous failed miserably and he sighed, leaning his head against the wall. He heard the door creak open and stiffened. "Who's there?"

"It is me." Penny called. "I brought clothes for you while your normal attire is in the washing machine."

"Thanks." America said. He frowned. "Winter has some that will fit me?"

"Affirmative. Note: They are sleepwear. They are not suitable for public appearances." Penny said.

"Okay." He hesitated and lowered his voice. "Penny, should we leave? Are we safer here or out there in the city?"

The robot was silent as she contemplated his question— or whatever it was she did in that computerized brain of hers. "I cannot accurately discern which option will result in the successful evasion of our pursuers. However, this location is secure from… questionable individuals and Specialist Schnee has shown no indication of informing _him_ we are here."

America swallowed, lowering his head and letting water run down his face and over the bridge of his nose. "I'm honestly surprised she hasn't. She must hear about soldiers attacking innocent people all the time these days. Why are we so special?"

"Your case was unique." Penny commented.

"And Winter doesn't know the half of it." America muttered. He closed his eyes, coming to a decision. "She'll keep asking questions and want to inform the General. We need to get a map of the mines and leave."

"I will attempt to procure one." Penny said.

"Don't ask for help from Atlas forces this time, please." America said.

"I had no intention of doing that." Penny stated.

America winced. "Sorry. I didn't mean to imply you did."

"No offense was taken." Penny reassured him truthfully. Well, hopefully she meant it. It was hard to tell with her flat tone of voice.

"Could you tell Winter thanks for the clothes?" America asked, changing the subject.

"I accept this mission." Penny said seriously.

"It's not a miss—"

The clicking of the door showed she had already left.

America washed the shampoo from his hair and got out, drying himself off. He looked at his wrists, breath hitching when he saw the thin white lines from the manacles were still there. Or were they merely lines from the skin being bent and he was being paranoid? He shook himself and got dressed in the t-shirt and loose pants Penny had given him, checking his back. To his horror, part of the scars could be seen. America looked around frantically, biting his lip. Maybe he could cover them up somehow?

He could not find anything to assist him and reluctantly exited the bathroom, glancing around self-consciously. Winter was in the same seat as before, but she now wore pajamas instead of her new ensemble. She nodded to America, who padded over, his bare feet slapping in the tiles of the kitchenette.

"You may sleep on the couch." She informed him.

"Thank you." America said genuinely.

"It is not very comfortable." Winter warned him.

"Compared to where I was, it's probably a cloud." America said.

A frown pulled at Winter's lips. America nervously adjusted the t-shirt, making a mental note not to let her pass behind him and possibly spot the scars.

"Seriously, thank you." He repeated. "I— I don't want to seem ungrateful by not answering your questions or anything."

Winter looked him straight in the face, her stern expression reminding him fiercely of Weiss. "Although I would like to file a report and call a squad to arrest your attackers, I understand the situation is more complicated than that. I am willing to adjust normal protocols for the time being. My superior would understand."

 _Your superior would come to drag me off to a cell himself_ , America thought. "Thanks."

Her harsh gaze softened the smallest bit. "I know I am a soldier and your recent… encounters with them have put them in a bad light, but I only wish to bring them to justice. I am also willing to be off the record. If you simply want a nonjudgmental ear to talk to, I am willing to listen."

"…Thanks." America mumbled.

Winter hesitated again. "The CCT network may be down, but if you want to attempt to call your brother—"

"I can't. It doesn't matter if the CCT is up or not. I don't remember his number." America whispered, ashamed. _I don't remember anyone's that could help me because I got so damn used to having the contacts list—_

"I see." Winter said neutrally. She clasped her hands on her lap, posture stiff and back perfectly straight. "I am going to be honest with you. As long as I do not tell my superiors your situation, you are stuck here. The Atlas borders are closed, and there is little transport out of the city. If you left through the mines, there is nowhere you could go. I cannot get you home."

"I can't go home anyway." America admitted softly, brushing the area below his green eye before absently cupping a hand over his cloth-covered blue. "Not like this."

Winter's visage grew noticeably pinched. "Very well."

He rose from his chair. "I'm going to bed." He tensed. "If that's okay. If you want me to do something I can. I'll help with whatever I can. I don't want to be a freeloader or anything—"

"No. You can sleep. Goodnight." Winter departed to her room, leaving him with Penny.

America went to the couch, spotting the extra blankets that had been set there. He carefully unfolded them and laid down, feeling Penny watching him. He did not bother asking her to stop.

"Penny?" he asked instead. "Sorry to bother you, but could you stand guard?"

She looked at him and blinked. "I am not bothered. And that was my predetermined intention. No enemies shall harm you here."

"Thanks." America whispered. He slowly comprehended everything that had happened since her awakening and shivered, shutting his eyes. "And thanks for stopping _him_ earlier. And saving me from the others. And getting me out of there. You didn't have to do that."

"It was my mission." Penny pointed out.

"…I guess." America said. "Night, Penny."

"Goodnight."

America lay on the couch for hours before he finally drifted into a fretful, nightmare-filled sleep.

 **XXXXXXX**

 **A/N:** **I just realized I won't be able to update tomorrow so here's the chapter a little early. See you Monday!**


	16. Guilt

**Chapter Sixteen: Guilt**

"Vacuo."

"Answer me, Vacuo."

" _Vacuo_."

France flinched away from the source of the voice, wishing he could raise his hands to cover his ears. His wrists burned as he strained against his bonds, his chest heaving as he respired in harsh, ragged gasps. His throat was drier than a desert, his tongue as coarse as sand, and his skin burned with a feverishness that reminded him of a relentless sun. Still, he answered Atlas, clinging stubbornly to himself even as his voice came out hoarse and cracking.

"I'm not Vacuo…" France whispered. "I'm n-not Vacuo…"

"You are Vacuo." Atlas told him, tone deceptively gentle. "The sooner you admit it, the better off you will be."

As terrified and exhausted as France was, he did not even consider her demand. _No_. He was _not_ Vacuo. He was _France_ , Francis Bonnefoy, and this _pisse-froide_ _monstre_ was not going to take that from him.

" _Va te faire cuire le cul!_ " France spat.

"Stop speaking in gibberish, Vacuo." Atlas hissed.

"Je te chie dans le cou." France mocked.

"You've lost your mind, Vacuo." Atlas said levelly, but France could hear the anger in his voice. "Please, speak legibly."

"Tu es bête comme ses pieds." France sneered.

Atlas scoffed, turning to one of the guards. "Give him another IV. I don't care if it kills him. The dosage is obviously not enough."

France laughed at her. "You'll fall one day. You'll burn. You'll burn. You'll burn. You'll _burn_!"

He screamed the words— His prediction? His vow?— over and over, even as someone put more drugs in his veins and _his_ insides burned. His body shuddered and fire licked at his skin, and in front of him he saw Jeanne was burning at the stake with him. Coherent thoughts and vengeful promises faded into obscurity, and France howled in grief, unable to escape the flames.

The blackness that followed was almost merciful.

XXXXXXX

Alfred F. Jones cried in his sleep.

His features crumpled with pain and distress, his mouth moved in voiceless screams and pleas, and he curled up into a defensive ball as if he needed to shield himself from incoming blows. All of it was unconscious, and he would wake with no recollection of the night terrors in the morning, but P.E.N.N.Y. would recall. The data was in her memory banks, along with the data she had gathered on how to more accurately assist in the case of such psychological issues. But she did not assist. She stood guard and watched.

She… could not compute why she never acted. She analyzed the advantages of such a proactive response, but never used those advantages. Her ribcage would press around her core and her cooling units would overload, making her chilled. She tried to troubleshoot and fix them, but her scanners indicated nothing was wrong.

She did not compute.

Atlas Specialist Winter Schnee's appearance reassigned her priorities and P.E.N.N.Y refiled 'night terrors' to be analyzed at a later time. She stayed between Winter Schnee and Alfred F. Jones, double-checking her weapons-deployment system for possible malfunctions. There were none, as always. Winter Schnee nodded to her— a nonverbal greeting, P.E.N.N.Y knew, for Alfred F. Jones often used it— and looked at Alfred. She frowned, but P.E.N.N.Y's emotion-identification systems identified it as one of displeasure, not anger.

"I heard noise. Is he having a nightmare?" Winter Schnee asked.

"Affirmative. The proper term is 'night terror'." P.E.N.N.Y reported. "Alfred F. Jones has had them since I—" She retracted her intended statement before it was vocalized, instead finishing with "— encountered him in the basement."

Winter Schnee's visible emotional response turned to 'distressed' and then 'neutral'. P.E.N.N.Y found that acceptable. Distress was one of the emotions that put the most strain on her processes, as she had discovered the protocol installed was not always accepted.

"Should we wake him?" Winter Schnee asked.

"Negative." P.E.N.N.Y said. "Previous attempts to wake Alfred F. Jones while he is having night terrors initiates one of two responses. Response one: He does not wake. Response two: He wakes but does not."

Winter Schnee frowned at her, hand hovering close to Alfred F. Jones's forehead. If she initiated contact with Alfred F. Jones P.E.N.N.Y would forcibly remove her hand. "Could you elaborate on 'Response two'?"

"Response two is when Alfred F. Jones wakes but does not recognize his surroundings or me." P.E.N.N.Y reported. Her chest piece constricted around her core. Her scanners indicated no issues. She restarted the troubleshooting program just in case. "Twenty-two percent of the time he stares into the distance with no physical response. Thirty-eight percent of the time he tries to retreat from me. Fourteen percent of the time he screams. Twenty-six percent of the time the three sub-reactions of response two are combined into one response."

Winter Schnee was silent. P.E.N.N.Y identified her expression as 'contemplative'. "Do you know what the nightmares are about?"

"Alfred F. Jones talks while experiencing night terrors sixty-four percent of the time based on current data." P.E.N.N.Y mentioned. "The data varies but certain phrases are a commonality."

"What are the… phrases?" Winter Schnee asked.

P.E.N.N.Y considered her available responses. Alfred F. Jones did not wish for Winter Schnee to know the details of his captivity or confrontation with General James Ironwood. He did not specify whether his night terrors were among the secrets to be held. Logic dictated the Winter Schnee would ask less questions about the captivity and confrontation if given alternative answers for other topics.

"The data is varied, but 'Please stop.' alternatively 'Stop.' 'Please let me go.' 'Arthur, Mattie, help.' and 'I'm sorry.' are the most common." She said in her usual monotone.

Winter Schnee's neutral expression twitched. P.E.N.N.Y scanned the expression and compared it to an earlier one from the night before. She identified it as 'horrified'.

"He is dreaming about his captivity?" Winter Schnee asked.

"Based on my research on the topic, that is probable." P.E.N.N.Y stated.

"What did they _do_ to him?" Winter Schnee whispered.

"Alfred F. Jones does not wish for Winter Schnee to know the details." P.E.N.N.Y informed her.

Winter Schnee's jaw clenched. Emotional response identification: anger. "Is there anything you can tell me?" Again, her visual facial emotions shifted. This time, identification: sorrow. "I would like to help if I can."

"Why?" P.E.N.N.Y asked.

Winter Schnee blinked, startled. P.E.N.N.Y saw every shift and twitch of her facial features. "You want to know my motives?"

"Affirmative."

Winter Schnee exhaled in a short respiration, blowing a few hairs that escaped her bun. "I am afraid they are not very interesting. He is a runaway teenager in trouble with no one to turn to. As a soldier, it is my duty to help him."

She was not divulging the full truth. Her duty demanded she turn Alfred F. Jones in yet she did not. The disparity bothered P.E.N.N.Y. She went through her memories of their first encounter, searching for similar phrases, and pulled one up. "Your sister ran away."

Winter Schnee flinched. Emotions flitted across her face, so minuscule no one but PE.N.N.Y would notice them. Shock. Irritation. Sadness. And... a strange twisting of her expression. P.E.N.N.Y identified the last emotion as 'pained'. She did not compute. How could 'pain' not leave a physical mark on the body?

…Was the constricting feeling in her core 'emotional pain'? Was that why her scanners indicated nothing was physically broken? Causing that negative emotional response left P.E.N.N.Y… with a different constriction in her core. She failed to identify it. It was not emotional pain like the 'sadness' Winter Schnee displayed.

"I compute." P.E.N.N.Y. said. "We do not need to continue to discuss the topic of Winter Schnee's sister."

"Thank you." Winter Schnee said stiffly.

Alfred F. Jones cried out softly. "Let me go… Please don't…"

Winter Schnee became distressed. "Are you certain we cannot wake him?"

"No. We cannot properly assist him." P.E.N.N.Y said. She blinked. "I feel… tightness in my chest area. Identification: emotional pain." Her brow furrowed. "I do not compute?"

Winter Schnee studied her, neutral. "Penny, where were you while Alfred F. Jones was attacked by the soldier?"

"I was present in the abandoned mineshaft that is not an abandoned mineshaft." P.E.N.N.Y said, writing an internal log to remind her to remain vague. "I watched the encounter. I miscalculated. The soldier was one of my superiors. I dictated that the soldier was interested in defending Alfred F. Jones. That was incorrect. I… almost let him hurt Alfred F. Jones even though Alfred F. Jones's protection is my mission. I stood by and watched as he chased Alfred F. Jones, tackled him, choked him, tied him up, grabbed him—" P.E.N.N.Y paused, noting her literal reminder to remain vague. "Alfred F. Jones does not wish for Winter Schnee to know the details."

"Of course." Winter Schnee sighed. "I am returning to bed. Do you need anything?"

"Negative."

Winter Schnee departed without another word.

P.E.N.N.Y watched Alfred F. Jones sleep, thrash, whimper, and cry and _felt_ …

She searched for a definition in her databanks, using the parameters of miscalculations that resulted in avoidable harm to the one she was meant to protect.

An identifiable emotion that correlated with the circumstantial data was found.

Penny _felt_ …

Guilty.

XXXXXXX

America shifted on the lumpy surface he lay on, grimacing as a spring dug into his chest. He tucked his body closer to the back of the couch but the spring kept prodding him, sharp and painful. With a low whine, he rolled onto his back touched the spot, breath hitching as it ached. The sleep-addled part of him slowly realized it was not a spring bothering him and he reluctantly opened his eyes, vision gradually coming into focus.

Ironwood stared down at him.

America opened his mouth— maybe to gasp or scream— and the a revolver forced its way between his lips, clacking painfully against his teeth. It jabbed into the back of his throat and America choked, leaning back but Ironwood followed the movement, keeping him pinned and making him gag.

A gloved finger went to the General's lips, carrying both a command and a threat. America dare not move, heart pounding in his throat as he tasted cold metal. His eyes darted around the room but no one else was there. Where was Penny? Winter? Had they let Ironwood in here? The General leaned forward to speak in America's ear, and that gave him hope that he was indeed not alone or betrayed. Ironwood's words brought the fear right back.

"Where _is it_?" he snarled, voice low and guttural.

America could not respond, not only because of the revolver but because he had no clue what 'it' was. Ironwood's eyes hardened and in the odd light of the morning they looked red.

"I _know_ you have it." He growled. "Where is it?"

 _I don't know what you're talking about!_ America tried to convey the words through his expression alone but Ironwood obviously did not understand or believe him.

" _Fine_." The General spat, baring sharp teeth.

His gun firmly shoved in America's mouth, he grabbed the nation's hip, patting him down as if he were feeling for something. Upon seeing the nation had no pockets, he dropped such tactics and merely tore the cloth away, searching it briefly before throwing it aside. America struggled not to drown in the whirlpool of confusion and panic, staying meekly still as he scrambled for a plan. But no matter how hard he tried to move, he found himself paralyzed and helpless as Ironwood searched him. Eventually the General growled and his bone-tipped fingers gripped America's throat.

" _Where have you hidden it_?" He snarled, voice low and inhuman.

America had no answers.

Ironwood's face twisted, his eyes glowing red, and he released America's neck, raking his bone-like claws down his chest. The nation was too stunned to scream as agony ripped through him, his vision whiting out from the pain. Too quickly, coherency returned as Ironwood dug his claws deeper into America's torso, a mask forming over his glowing red eyes as he ripped the nation apart in his search for the—

" _America!"_

America jolted awake, a scream on the tip of his tongue. His eyes snapped open and he clenched his teeth together, holding the cry back. The soldier wasn't leaning over him as he carved words into his skin. Polendina wasn't soothing him as he slowly ripped out his soul. Atlas wasn't watching and laughing as he writhed in agony. A Grimm-like Ironwood wasn't ripping him to shreds. He was in Winter's living room, on a couch. Safe and sou—

" _ **Where are we?!**_ _"_ Vale shrieked in his ear.

America groaned, feeling a headache coming on. _Hey, Vale. You sound cheery after your nap._

" _Where are we, Alfred?"_ Vale demanded again.

 _Good morning to you too_ , America thought tiredly.

" _Where. Are. We?"_ Vale snarled.

 _You have a very one-track mind. Do you realize that?_ America clicked his tongue. _…We're at a friend's sister's apartment._

Amber radiated confused displeasure. _"The only friend you have from Atlas is… isn't she a_ _ **Schnee**_ _?!"_

America winced. _Yeah._

" _By the Gods, Alfred! At_ _ **least**_ _tell me she isn't a soldier."_

America did not respond.

" _You're an_ _ **idiot**_ _."_ Vale spat. _"You are a Gods damned naïve_ _ **child**_ _. We need to go. She's going to betray us and sell us out to her superior, you brain-dead_ _ **idiot**_ _—"_

America's patience snapped _. Can I just have a_ _ **second**_ _to relax without you fearing everyone?!_ He demanded.

Vale went silent.

America's anger dwindled as quickly as it came. _I'm sorry._

"Alfred?"

America jumped, planting on a smile as Winter entered the room. "H-Hi." He cleared his throat. "Good morning."

Winter raised an eyebrow in a very Weiss-like way. Or did Weiss always do it in a Winter-like way? Question of the century right there. "Good morning. I have to go out but I will be back later today. There is not much to entertain yourself with though there are a few programs still left on the air. Keep the door locked and do _not_ wander off."

"Sure." America agreed easily enough. He didn't want to leave yet, and even if he did, it wasn't like Winter could stop him. She had her own things to do. Classified things. Fun. A thought struck him and he backed up a couple steps. "You aren't going to… cuff me to something to keep me in here, right?"

Winter's face went blank. Her eyes burned.

America recoiled. "S-Sorry. It was a... a joke. Yeah. Just joking. It's not like I ever experienced or _expected_ that or anything. Ever. Because I definitely didn't—"

Winter watched him dig himself deeper and deeper before holding up a hand to silence him. "I am _obviously_ not going to chain you up, but I expect you to stay in here." She said coolly. "There is food in the fridge. Help yourself to whatever you want."

America blinked and nodded, abruptly shy. "I know I've been saying this a lot but thanks."

He'd like to think her eyes softened. "You're welcome."

She strode out the door, outfit pristine, hood up, hair hidden, and weapon at her hip.

The door clicked shut.

America took a breath and instantly pulled out his Scroll. "Morning, Penny. Did you find anything about the Institute?"

"Only vague reports about the official building." She reported, not returning his greeting. "Nothing about the location we are seeking."

"Let me try." America mumbled, touching the screen.

The world vanished as he focused completely on his task, searching for any information about the Transformation Institute he could. Progress was slow, especially since he couldn't blast through the firewalls and let Atlas's military know someone was sneaking a peek at their files. He found the mission folders, found the file for the Institute, found the names and files for every 'patient' there, including Australia, France, and Romano, but there was still no loca—

Something cold touched America's temples and he pulled himself out of the flow, focusing on Penny's green eyes. The robot was trembling, blinking rapidly as her neutral expression twitched.

"You are bleeding." She informed him tightly.

America blinked lethargically, slowly becoming aware of the stickiness running down his chin. He touched his nose and realized it was bleeding heavily, sending droplets of blood over his lip and chin and dripping onto his borrowed shirt.

 _Winter's going to be pissed_ , he thought fuzzily.

His eyelids fluttered. "Think I… overdid it…" He tasted blood on his tongue and grimaced. "Crap."

"Remain seated." Penny said firmly. She shoved tissues at him. "Pinch the bridge of your nose."

America did as she asked, but the world continued to sway. He felt a strange pressure behind his eyes, dull and aching, and closed them briefly. He didn't understand. He'd done something like this before to find Greenlee. Why was he straining this time?

" _You've been using your Semblance for over six hours after not eating for more than twenty-four, idiot!"_ Vale bellowed.

Her voice sent daggers through America's skull and he winced. He pressed another tissue to his nose and cringed at the feel of the blood dripping through it. It took forty minutes for the flow to completely stop. America was more than a little light-headed, and Penny was about ready to have a conniption.

"At the rate you lost blood a normal human would be unconscious or on the cusp of hypovolemic shock." She fretted.

"Good thing I'm not a normal human." America joked weakly. He grew painfully aware of the hollowness in his gut and hunched over. "I think I should eat. Maybe that'll help."

"Calories assist in replenishing Aura. Foods containing Vitamin C assist in replenishing iron." Penny stated. She left the room and returned with what appeared to be jerky and some orange juice.

America accepted them both, nearly dropping the glass as his head spun. "Crap."

Penny grabbed his hand with both of hers, holding it steady. "Drink slowly."

"Yes, ma'am." America mumbled.

He did as she commanded, downing the orange juice under her watchful eye. He still felt sluggish and woozy but the headache receded slightly. His head dipped back but Penny caught him with her palm, keeping him upright.

"Do not lean back. If there's still blood you could choke."

"Got it." America mumbled tiredly. "How do you know all this medical stuff?"

"Information was in my databanks, but I researched the rest." Penny informed him. "I found it pertinent for the safety of Alfred F. Jones."

America felt a twinge of indignation. "Are you saying I'm accident pr—?"

Vale snorted before he could finish voicing the sentence.

"…Yeah, I'm a bit accident prone." America admitted. "It's not my fault everything wants to kill me." He slouched against the back of the couch, and his skull pounded in time with his heartbeat. "Thanks for always patching me up."

"You have been thanking people at an increased rate since we encountered Winter Schnee." Penny noted.

The ache in his head slowly spread through his chest and America held back a wince, touching his sternum. Deep in his mind, Vale gave a low, horrified gasp.

 _What is it?_ He asked her.

She didn't answer and her emotions vanished like a door had been slammed shut. America gave up on trying to hold a conversation with her and shifted on the couch, settling into a more comfortable position.

"Well, I have a lot to be grateful for. We lucked out. Winter is letting strangers stay in her home while she's gone. We could've been running from guards and sleeping in the street but because of her, we're relatively safe."

Penny blinked at him. America could practically see her pulling up different analyses and responses. Eventually, a warm hand clasped on his shoulder, making him start. Piercing green eyes bore into his.

"I will not abandon you because of perceived slights, Alfred F. Jones."

America gaped at her, mind going blank. "Uh?"

" _You're afraid you'll do something to make them leave you."_ Vale realized. _"You're just as afraid as I am that you're still just a_ _ **tool**_ _to be used and thrown away."_

"I don't know what that has to do with this conversation," America said loudly, unsure of who he was responding to. "But I appreciate the support, Penny."

"You are welcome." Penny said.

" _You hypocrite."_ Vale hissed. _"You're so desperate to prove you aren't alone that you trust a robotic duplicate and a soldier you don't know. And that's why you want to find the Institute so badly: You_ _ **know**_ _no one else is coming to the rescue. You all have been left to die by your so-called_ _ **friends**_ _."_

With that, Vale started to laugh, the sound too high-pitched and strangled to be mirthful.

America's hands trembled as he picked the Scroll back up. "I'm feeling better. I think I can keep searching." He said with forced cheer.

"That's not wise." Penny said.

America ignored her. "I'm going to pull up a map of the mines. Looking for files on the Institute is a bust so we might as well figure out where they can keep a bunch of people."

"…Affirmative." Penny said after nearly half a minute of silence.

Vale kept laughing and her fear and disapproval jabbed at America like cold, spiked chains, stabbing into him before slowly dragging him down. A heavy weight settled in his chest and he suddenly found it difficult to breathe. He ignored that and her as best he could and dove back into the stream of data he could access. Unlike secret government files, the mines were available to the public in certain circles.

And yet by the time he returned to his body, the map safely loaded on his Scroll, his head pounded, his chest ached, and his nose once again dripped red.

XXXXXXX

Wy regretted all of the decisions she made in the past twenty-four hours. The other micronations definitely weren't her friends, but she warmed to their presences and maybe appreciated them a bit. Not now. Not for the foreseeable future either. She might like being part of a group, but harebrained schemes were beyond her tolerance levels.

In other words, Sealand was an idiot and had somehow dragged Wy, Molossia, and Seborga, into his latest plot. Which involved going halfway around the world. _Literally_.

"Why are we in China?" Wy demanded. " _China_ isn't even in China. Why are _we_ here?"

"Can't we simply be here to visit?" Seborga mused. "And maybe find some pretty girls while we're at it."

"I shouldn't be away from my nation with you idiots." Molossia growled.

"Then why did you come?" Seborga asked.

"We're all here because we have a mission that will help us become recognized nations." Sealand declared.

"I don't care about that, really." Seborga said idly, scratching his ear. "It sounds like too much work."

"What does China have to do with becoming nations?" Wy asked dryly.

Sealand did not notice her sarcastic tone. "Finland forgot his phone at Sweden's. He's been getting alerts for where Grimm are. And the one near here hasn't been found yet!"

"We're _Grimm-hunting_?" Wy shrieked.

Molossia snorted. "Don't be so loud, jeez. It's not like we'll run into one. We're wandering aimlessly through plains."

"We're not wandering aimlessly." Sealand insisted. "China's house is near here. I'm sure he won't mind us using it as a base as we scour the area for Grimm."

"Why would we want to hunt Grimm anyway?" Seborga asked.

Sealand punched his palm with his other fist. "Because if we take out a pack, the UN will have to recognize us."

"…Pack?" Seborga asked, laid-back demeanor slipping away.

"Grimm usually travel in packs, I think." Sealand said. "I wasn't allowed to go to the Taskforce meeting but I saw an attack first-hand. I know we can kill Grimm if we work together." He jabbed the air enthusiastically. "We'll mow through our enemies, saving a nation. With our four pairs of eyes, none will be able to sneak up on us—"

"Too late."

The micronations screamed. Wy clung to Sealand while Seborga jumped into Molossia's arms. The brown-haired micronation staggered, glowering at the grinning Italian, and unceremoniously dropped him to the ground. Macau, Hong Kong, and Taiwan watched them with amusement, with the teenaged region sniggering into his palm. Wy blushed and shoved Sealand away, crossing her arms and ignoring his yelp.

"Hello. I apologize for our reaction. You startled us." She greeted them stiffly, bowing slightly.

"What are _you_ doing here?" Sealand asked.

Wy jabbed him in the ribs, shooting him a glare.

Taiwan chuckled. "It's alright. China asked us to look after his house while he's away."

"Has he said anything about the Taskforce?" Sealand asked eagerly. "Have they fought any Grimm yet?"

"We don't know." Macau said levelly. "But if we are going to have a discussion, I believe the inside of the house would be a better place."

Sealand turned red. "Right. Sorry."

Hong Kong snorted. "I hope you weren't like, trying to hide. We could hear you from a mile away."

"For your information we _weren't_ trying to hide." Wy said hotly as they began walking. "We have every right to be here."

"Of course you do." Macau said levelly. "Though it is odd that you are so close to China's home when he is not here. And I was unaware you had any interest in this country."

"A Grimm portal opened up near here." Sealand explained, barely wincing when Wy stepped on his foot.

Macau frowned, brows pinching together. "Do not tell me you were intending to find the Grimm."

Sealand avoided his piercing gaze. "Er…"

Macau sighed. "The Grimm are not to be underestimated. I know you were there during the attack, Sealand, but they are far more dangerous than you seem to realize."

"How do you know?" Molossia asked. "You weren't there."

Macau adjusted his glasses. "No. But I was present for the Taskforce initiation. Germany explained the Grimm in detail. And even without that explanation, you should know better than to think you can fight Grimm with no weapons and no real plan." He raised an eyebrow. "From what I heard, most of you were unaware of the true reason for your visit before you got here."

The younger micronations shuffled awkwardly.

"But enough of that." Macau said lightly. "Let's head inside and discuss this over tea, yes?"

"That sounds good." Sealand admitted.

The micronations followed Macau, Taiwan, and Hong Kong into China's home, the door sliding shut behind them.

XXXXXXX

From the shadows they watched. Their prey was more numerous than when they first sensed them, first the humans' voices, then their anger, shame, and guilt tantalizing them and drawing them in. The emotions were not the strongest they sensed, not even close, but they knew their orders.

They did not like to ignore the blissful aroma of rage, sorrow, and anger they could smell pooling beneath the happiness and joy like poison but they would obey their Queen. The large human settlements would remain untouched as their Queen commanded. For now, they would focus on the small scraps and morsels, attacking the small, isolated dens far from the bigger packs.

The more intelligent among them understood that attacking the large human packs would bring too many humans upon them so when the younger ones began to drift or growl, intending to leave the pack and find the overwhelming sources of the savory emotions, the elders would stop them, through growls or force. If they failed and the boneless newborns still rebelled, the leader of the Grimm-pack would remove them.

The leader of the Grimm-pack was not Beowolf. It was not Ursa, or Creep, or Taijitu. Not like many of them. Yet they bowed to its leadership. It was older than any of them. Wiser. More intelligent. The Eldest. It was not their kin, yet they bowed to it willingly as if compelled. It would lead them to victory. It would lead them to small human settlements, where they could kill and rip and destroy to their instincts' content.

But their bloodlust would never be sated. They would always need more. They would destroy each human den, one by one, until their Queen set them free and humanity was eliminated from this world.

The Eldest gave the signal, and the Grimm closed in towards the human den, silent as ordered and without giving the softest growl.

By the time the humans realized they were prey, it would be too late.

 **XXXXXXX**

 **Translations:**

 **Pisse-froide monstre: piss-cold monster**

 **Va te faire cuire le cul: Go cook your own ass.**

 **Je te chie dans le cou: I sh*t down your neck.**

 **Tu es bête comme ses pieds: You are as stupid as one's feet.**

 **A/N: I got these from a few articles about French insults rather than the infamous Google translate so hopefully they're accurate-ish.**


	17. Bad Omens

**Chapter Seventeen: Bad Omens**

" _You're pathetic. How desperate can you be?"_

America ignored Vale as he carefully flipped the ham steak over, watching it sizzle before turning back to the potatoes on the back burner. He prodded one with a fork and it went straight through, indicating it was done. Winter did not have a masher so he made due with a fork and knife, mashing the potatoes and adding some butter. That done, he opened a can of green beans and put them in a pot, heating them.

He glanced at the clock and guessed Winter would be back soon. Hopefully he had the timing right so the food would still be hot when she returned. Ham, potatoes, and beans did not make an extravagant meal, but America would work with what he had. He might as well do something to thank Winter for letting him stay here.

" _More like you're useless and can't do anything else."_ Vale sneered.

America really wished she had a mute button. Her insults had been nearly nonstop since he got that nosebleed, and it was already starting to get old. It was like Vale had gone from zero to full-on bitch mode and he had no clue why. Any attempts to ask what was wrong were met with scorn, silence, or hysterical laughter so he eventually gave up, deigning to ignore the insult-spewing voice in his head.

America turned off the burner for the potatoes and looked to Penny, who sped-walked around the table as she set the places. As he watched her put down two plates, a thought struck him.

"Hey, Penny." She looked his way. "Would you like to eat?"

"I do not require sustenance." Penny informed him.

"I know." America said. "But would you like to try some food? You have… um, taste buds, right?"

"I am equipped with gustatory perception modules." Penny intoned.

America nodded slowly, and made an educated guess that 'gusto whatchamathingies' were taste buds. "Do you want to taste some of this, then?"

"I do not require sustenance." Penny reminded him again. "Sampling ham, potatoes, or green beans would be a waste of resources."

America sighed but reluctantly gave up. "Okay, if you're sure."

He turned back to the green beans, giving them a stir. He removed them from the stove just as the lock on the door clicked. America hurriedly placed the food on the table. A thought struck him and he chewed his lip. He hoped Winter was alright with him using the ingredients. She did say he could eat what he wanted…

" _That's your biggest worry?"_ Vale snorted. _"You're priorities are horribly skewed."_

The door opened before America could answer. Winter walked in, a few strands of hair loose around her face. Her eyes zeroes in on the meal and her eyebrows crept up her forehead. She appeared more complex than angry.

"I made dinner." America blurted before she could speak. "Penny helped."

"I peeled the potatoes using the proper sanitary implements." Penny said, and America would like to think she sounded proud of herself.

"She tried to use her swords at first. I explained the health hazards to her." America explained.

The area between Winter's eyebrows crinkled. "…What is this?"

"Ham steak, mashed potatoes, and green beans." America said rapidly, fiddling with the hem of his shirt. "I know it isn't much but I didn't want to use too many ingredients and—"

"Thank you." Winter said abruptly, cutting him off. "You did not have to cook for me."

America smiled and shrugged. "Honestly, I didn't have anything better to do."

Winter snorted and shook her head, sitting at the table. America sat as well, and— to his surprise and joy— Penny followed suit. He quickly filled up his and Winter's plates, reaching a bit too far to get some beans and pulling at his injuries. He hid a wince and rose to grab a small plate, placing a couple of everything on it and putting it close to Penny.

"Those are for you if you want them." He explained briefly.

The robot blinked at him before looking down at the food, prodding some potato with a finger. A quick glance at Winter showed Penny was not the only one perplexed by the situation. Winter ate her food daintily, each movement quick and precise, yet she appeared… _stunned_ , like the entire setting was foreign to her. Had… she never sat down with others to have a meal like this before? America recalled what Weiss implied about her home life and hid a wince. He could not imagine the Schnee family having a peaceful family dinner together. In fact, he could clearly picture them eating alone, either in their rooms or at a table far too big for the few people there…

His dropping mood was soon lifted as Penny picked up her fork, scooped up a large amount of potatoes and shoved them all into her mouth. Her cheeks puffed out like a chipmunk's and America held back a snort.

"Smaller bites, Penny." He chided, trying not to giggle. "Don't choke."

Penny mumbled something around the potatoes. She swallowed, expression never changing. "I do not require respiration. I cannot 'choke'."

"Noted." America said idly.

"The taste of 'mashed potatoes' is… satisfactory." Penny said suddenly.

America beamed. "I'm glad you like them."

The crinkle was back between Winter's eyebrows. She did not comment, clearing her plate and setting the dishes in the sink. America and Penny followed suit and America put the leftovers into smaller storage bins.

"Penny? Would you wash the dishes?" Winter asked.

"I accept this mission." Penny said instantly.

America frowned, not pleased with the request. He knew Penny would not say no, and Winter likely did as well. His slight annoyance became unease as Winter lightly grasped his upper arm.

"Would you come with me for a moment?" she asked.

America had no justifiable reason to say no. He nodded mutely and let her guide him away from Penny, shoulders tensing more with every step. His confusion and unease mounted as Winter ushered him into the bathroom and shut the door behind her. It was only because she did not lock the door that America remained in place.

" _This should end well."_ Vale predicted dryly.

He glanced around at the small space, rubbing his forearm awkwardly. "This is unexpected. Not exactly a nice place for a clandestine meeting." He joked.

Winter did not laugh. "Alfred, please remove your shirt."

America froze, feeling the blood drain from his face. "What?" he asked, voice nearly inaudible to his own ears.

Winter pinned him with a glare. "I know you are injured. Let me see the wounds."

America gripped the bottom of his shirt. "I'm fine. They're healing."

"I've seen you wincing." Winter said sharply. "And unless your Semblance allows you to twist and stretch your body unnaturally, you cannot take care of them yourself, and I doubt you've let Penny assist you."

America laughed awkwardly, gripping his coat and holding it tightly around his body. "Yeah, I'm not that flexible. And I don't want to bother Penny with anything else. But I'm fine. Really—"

She stepped forward and he backed away, nearly falling into the bathtub. He caught himself on the curtain and hastily let go before he could drag it down. If Penny heard a crash she would come running in with her swords blazing, especially since her "people to not terminate ever" list only had one name.

Winter's gaze did not soften. "Don't insult me, Mister Jones. I've seen the edges of your wounds over your collar. They require medical attention. Let me help, or you may find yourself with an infection." Her sharp blue eyes pierced him. "I know you do not want to go to a hospital."

 _I don't need a hospital. Or medical attention._ America grimaced. He could not explain why unless he wanted Winter to demand more answers. He might as well submit to the lesser of two evils and give her what she wanted.

Not looking at Winter, America removed his jacket, setting it on the counter. He carefully did the same with his shirt, hissing softly as he raised his arms and agitated his wounds. America shivered as cold air brushed his skin, memories of Polendina's basement jabbing at his mind. He grappled with them, holding them at bay as he reluctantly turned so his back was to Winter, hands clasped tightly in front of him and his head slightly bowed.

He heard her inhale sharply. "Who did this to you?"

America remained silent, refusing to answer. He could feel her eyes on the large, ugly word carved into his skin and felt a rush of shame. He lowered his head, using his bangs to try to hide his features, and began counting tiles on the bathroom floor. He heard the click of the medicine cabinet being opened and a rustle.

"I'm going to apply disinfectant." Winter explained briefly.

"Okay." America said, surprising himself with how disinterested he sounded. He should be nervous and uncomfortable. He only felt numb.

The peroxide stung and bubbled and he grimaced, still counting tiles on the floor. Winter waited for the fizzing to cease before wiping the excess away and applying large strips of gauze across his shoulders. She did not comment the entire time, silently patching him up, and America was silently grateful. His every nerve felt raw and exposed, and if she demanded answers, he was honestly uncertain how he would react.

As soon as she stepped away, America grabbed his shirt and put it back on. The tape holding the gauze in place pulled slightly but it was nothing compared to the stinging from the wounds. He donned his jacket and stood, adjusting the hood.

"Thanks." He mumbled at the floor.

"You need to take better care of yourself." Winter chided him sternly.

"Hmm." America said vaguely, unable to force out a better response.

Winter sighed, placing the peroxide back in the cabinet and closing it. America caught a brief glance of her looking at him in the mirror and turned his head away, studying a random corner.

"I won't ask." She said quietly. "But my offer still stands. If you ever want to talk—"

America silently shook his head. Winter let it go and exited the bathroom. America took a moment to gather himself and planted on a more relaxed expression before following her. Winter's bedroom door closed and Penny placed the last cleaned dish in the cupboard as he entered.

"Alfred F. Jones." She greeted him. "I have completed my assigned task."

"Good job, Penny." He praised her genuinely. "Thanks for the help."

Penny studied him, green eyes staring deep into his soul. "You show signs of distress." The mechanisms in her backpack whirred. "Does Winter Schnee need to be ter—"

"No, Penny. Leave Winter alone. I'm okay. Just tired." America claimed. "Don't worry about it."

His back wouldn't stop stinging, and would only become worse when he tried to sleep. The ache was still there, a constant reminder of what had happened. Just like the scars would always be.

Deep in his mind, Vale scoffed. _"Like I said: pathetic."_

XXXXXXX

Leftover cups of milk and water lay on the table, accompanied by mostly-empty plates that only held a few crumbs from their meal. The nations, Huntsmen, and Huntresses did not yet clean up the mess, instead looking to the 'youngest' of their group as they waited for him to speak. The day after the impromptu 'sleepover' had been filled with distance and careful avoidance— with the newest secrets laying heavily on the younger minds— but now was the time for a decision to be made.

"I think that it's time for our next move." Ozpin stated.

" _Finally_!" Nora cheered. "I'm tired of this information gathering stuff. Let's go and kick some evildoer butt." She punched her palm and grinned.

Ozpin smiled thinly. "I'm afraid we could not 'kick some evildoer butt' because we did not know where they were. But thanks to Ms. Schnee we have a new lead."

Weiss nodded and brought up a map of the area below Atlas. "These are old mines that have been 'abandoned' for years. Note the quotation marks."

"Quotation marks noted." Russia said cheerfully.

Weiss rolled her eyes but continued. "According to..." She cleared her throat. "...a friend who has been searching for the same place as us, the Transformation Institute may be down there."

"That makes sense." England mused. "Atlas loves showing off her efficiency. Claiming buildings on the surface were empty would contradict that."

"So instead she's keeping people underground where no one would think to look." Pyrrha murmured.

" _We're_ looking." Jaune pointed out.

"Yes, but these tunnels don't look easy to navigate." Italy mentioned worriedly.

Canada studied the mess of crisscrossing passages and had to agree.

Unlike him and Italy, Russia eyed the maze-like mineshafts with interest. He reached out, pausing. "May I?"

"Go ahead." Weiss said.

He smiled and turned the map, zooming in to get a better view. He did it again, looking from a different angle.

"Should we be having this discussion here?" Blake asked suddenly. "What if there are cameras?"

Jaune and Sun looked at the corners of the room apprehensively. At England's insistence, they had spent the morning searching the place for bugs— something they should have done earlier in hindsight— but had found no spy equipment. That either meant there was none, or they were so well-hidden they wouldn't know until it was too late.

"Don't worry about it." Qrow said idly. "Jimmy might be edging towards the dark side but he knows better than to risk letting average soldiers finding out about the Relics and nations. He'd have made sure we weren't being watched."

"—by anyone but him and Atlas." Canada muttered.

Russia gave a cheerful exclamation. "I believe I have found something." He expanded the map, revealing a bunch of small hollowed-out sectors far underground. "Here—" He prodded the map. "—is a series of carved out caverns."

"What does—?" Nora began.

"They look like little rooms." Yang interrupted.

Russia grinned at her, pleased she had seen the same thing he did. "My best guess is they were originally meant to house people."

"Really?" Ruby asked, speaking for the first time in a while. She avoided looking at Ozpin, focusing only on Russia.

"After the war, Atlas considered expanding the city underground." Canada murmured, thoughts drifting to memories that were not his. "The mines were already dug out and emptied of Dust, so they converting the space into living areas. A well-intentioned plan, but a doomed one."

"What do you mean?" Blake asked.

"The tunnels are unstable. They could easily collapse." Ozpin explained, fingers steepled before him. "Also, the air may cause lung damage due to the leftover Dust particles."

"Are you saying Atlas could sink like Mantle?" Canada questioned, stomach twisting.

"Oh my. It would be a shame if the mines collapsed." Russia said cheerfully.

Japan shot him a warning look and he smiled back innocently.

"Is Atlas filled with _morons?!_ " Jaune exploded. He noticed the stares he'd attracted and turned red. "Sorry. But _look_."

He zoomed in on part of the map, showing a place where the mine would lead above ground.

It was clearly leading to something under Atlas Academy.

 _Three guesses as to what that is. Only one counts_ , Canada thought.

"You've _got_ to be kidding me." Yang said flatly.

"Some of the passages go outside the city…" Pyrrha noted.

"So they must have wanted a clear path to take the Relic of Creation and retreat." Japan finished.

Weiss said nothing, gaze focused on a different path that led to a familiar mansion.

Yang leaned back, kneading her forehead. "Forget it. They _deserve_ it if the Relic is taken."

"Do not joke lightly about such things." Ozpin said sternly.

Yang opened her mouth to argue, but held her tongue only when Canada shook his head. He kept his own opinion to himself, and gently took hold of England's wrist in the hope he would do the same.

"What I meant to say is…" Yang began before her eyes turned red. "Atlas and her leaders are a bunch of damn hypocrites who shouldn't be trusted with the Relic of Creation." It was obviously _not_ what she meant to say but none of them called her out on it.

"I cannot say I disagree with you." Ozpin said heavily.

"Do you think Atlas is in the Institute?" Italy asked. When all of their eyes landed on him he froze. "I-I mean, Ironwood said she was busy, and Atlas's bosses agreed to make the Institute, and since there isn't a fight outside of the city she has to worry about, wouldn't she want to be there?"

"I have a feeling Atlas's bosses and Ironwood were not the ones to put forth the idea of the Institute." Canada said, haunting images of needles, cold walls, and cruel smiles flashing before his eyes. "She seems like the type who would want to be there to make sure her people are still 'loyal' to her. _Especially_ if Alfred and the others are there. She'll want to oversee their imprisonment herself."

Qrow's smile was anything but joyful. "Well, what do you know? Our missions might align again."

"You don't look very happy about it." Weiss mentioned.

"I'm not." Qrow's gaze darkened. "If Atlas _is_ down there and Ironwood knows…"

"He really has turned his back on us and Remnant." Ozpin finished softly.

XXXXXXX

"West. Hey, West. West West West West West West—"

Germany sighed and shifted in his seat, reluctantly opening his eyes to look at Prussia. "What?"

The white-haired nation grinned infuriatingly at him. "Have you named your weapon yet?"

Germany shook his head. "No. I have not in the five minutes since you last asked me."

"You should totally name it." Poland said.

"You are not part of this conversation." Germany retorted, eye twitching.

"We can _all_ hear you so yes, we _are_." Poland argued.

"And Prussia has been asking the same question for the entirety of the ride." Switzerland snarled. "If he asks _one_ more time—"

Prussia smirked. "Hey, West—"

Switzerland reached for his gun. Liechtenstein grabbed his forearm and gently pulled it down, preventing him from aiming the weapon.

Prussia's grin widened. "West West West West—"

"Just give your weapon a name, Germany!" Korea begged, covering his ears.

Germany looked around Tony's ship, startled by the mostly undivided attention the other nations were giving him. " _Why_ are you all so invested in this?"

"Because Prussia is being annoying." Hungary snapped, eye twitching. "We don't have a choice but to be."

"Names are very important." Prussia insisted.

"But our Taskforce doesn't technically have a name either." Finland mused.

The other nations shot him horrified looks.

"Don't get him started about that too!" Denmark begged.

"We should come up with a name." Prussia declared eagerly.

"Now you've done it." Switzerland muttered sourly.

"All in favor of 'The Awesome Squad', say 'aye."

" _NO!_ " most of the nations shouted.

"Isn't Anti-Grimm Taskforce good enough?" Romania mused.

"Yes." said many of the nations.

"No." said Prussia and the rest.

Germany watched them devolve into a debate on the merits of a name and shook his head. He leaned back and did a double take, surprised to see China was not taking part. The ancient nation fiddled with his tonfa, seemingly oblivious to the chaotic argument around him as he carefully checked the Dust cartridge.

"China?"

"Hmm?" the Asian nation looked up. "Oh, do you need something? Are we in the final stretch of our journey, aru?"

"No." Germany said. "We still have almost an hour before we arrive. I just noticed you were being rather… quiet."

China looked back at his tonfa, clicking the chamber shut. "I am concerned, aru." he admitted. "The Grimm are close to one of my houses."

"We don't know that." Germany reminded him. "All we've gotten is a report that Grimm were in the area. Last the drones saw, they were far from any type of civilization."

"I am aware, aru." China said. "But… it is still my home, in _my_ country. Those monsters are a threat to my people."

Overhearing his words, Korea slung his arm around China's shoulders, appearing not to notice how the older nation twitched. "Don't be a worrywart, da ze. We've kicked the Grimm's butts every time. This time won't be any different."

"I hope you are right." China said solemnly. His phone rang and he jumped a foot into the air with a shriek. Korea sniggered as China grabbed his phone, juggling it before succeeding in pressing the answer button.

"Hel—"

" _China!"_ Taiwan's terrified voice came through the phone, loud enough that everyone heard her without the speaker option turned on. _"China, there's_ _ **Grimm**_ _! They're trying to break into the house."_

Korea stiffened, smile frozen on his face.

China's skin drained of color.

Germany snatched the phone from the paralyzed nation's hand. "We're almost to your location." He said, tone clipped. "Do you have any weapons?"

" _Macau's grabbed China's staff and Hong Kong's setting up some fireworks."_ Taiwan said nervously. _"Sealand, Wy, Molossia, and Seborga are here too."_

" _What_?!" Finland gasped.

Sweden paled several shades.

"Tell them to grab whatever they can to defend themselves with." Germany looked to China. "Do you have a gun?"

The ancient nation silently shook his head, eyes dull and distant.

Germany cursed mentally and turned his attention back to the phone. "Stay together. Listen for shattering glass. Do _not_ try to go outside and reach a car. They've likely already destroyed it."

They all heard Taiwan's nervous breathing. _"I've grabbed one of the paddles Vietnam left here."_

"Good." Germany said, voice level despite his pounding heart. "Can you tell me what type of Grimm you see?"

" _U-Um…"_ Taiwan stammered. _"I recognize some Beowolves, Beringel, Creeps, a few Ursa, a-and a Nuckelavee."_

 _Shit._ Germany grimaced, remembering Ren's reaction to that type of Grimm. "Anything else?"

There was a pause, broken only by her breathing. Her gasp caused many nations to tense. _"There's something standing in the shadows. I can't make it out. It looks_ _ **big**_ _."_

China snatched the phone from Germany. "Get away from the window, aru!"

" _I—"_

On her end, glass shattered.

Taiwan screamed and the phone clattered as it hit the ground.

"Taiwan? Taiwan, what is happening?" China shouted.

There was no response, only the sounds of snarling and a few thuds.

China whirled on Tony. " _How much longer_?!"

The alien remained calm, pressing a button. "We're there."

China did not wait for him to descend. The bottom of the ship opened, and China threw himself from the ship. Germany bit back a curse and followed. He fell freely, feet first, and landed directly on a Beowolf, snapping its spine. The house was covered in Grimm. Alphas crawled up the walls, Creeps crowded at the doors, and Ursa ripped through the windows, clawing at something inside.

Germany aimed at the climbing Grimm first, knocking them down onto their kin as their bodies disintegrated. A Creep loomed over him and he shifted his weapon into its Ahlspiess form, running it through and throwing it into its fellows. The body lingered long enough to knock the charging Grimm over and gunfire rained down upon them, bringing the fodder down. China struck an Ursa hard enough to knock its head from its body.

"Taiwan! Hong Kong! Macau!" he shouted. " _Answer me!_ "

A window on the second story exploded outwards and a Beowolf plunged from the heights, hitting the ground with a _crunch_. Taiwan leaned out the window, hair in disarray and eyes wild, but brightened upon spotting China.

"Teacher!" she called, waving a huge paddle. "We're up here."

"Stay there." China commanded, shooting a Creep in the head. "We're coming!"

Loud clopping interrupted him and Germany grimaced, already guessing what was approaching. He eyed the gangly, humanoid monstrosity that rounded the corner, head tipping unnaturally as it eyed the nations.

"Hungary, Korea, Spain, Denmark, with me." He said steadily.

Denmark sauntered up to him, hefting an axe in his left hand and a gun in his right. "That thing looks freaky. Looks don't mean—"

A thin arm shot out, extending to impossible lengths. Denmark yelped and ducked, and the arm struck Korea, pinning him to the wall. The black-haired nation cried out, one arm pinned under the clawed hand, and the Nuckelavee calmly raised its other arm, ready to strike. Hungary fired at it and it turned, aiming for her instead. She ducked and rolled, still firing, only to jerk back when a Beowolf attempted to pounce her from behind. Germany shot the Beowolf and it crumpled.

"Little help here!" Korea yelped, unable to get free.

He yanked at the Nuckelavee's thin fingers but they refused to bend or release him. Denmark dove in, slicing at the horse-part's back legs and the Grimm's jaws gaped, ripping apart to reveal a glowing, molten maw. It gave an inhuman scream, familiar yet alien as it sent shivers up Germany's spine. He staggered, clutching at his ears and feeling as if they were going to burst.

A sharp whistle pierced the air and a colorful explosion blasted the Grimm, making it stumble. Hong Kong leaned over the edge of the roof, calmly setting up another firework and aiming it like a bazooka. He fired and the fireworks exploded in the Nuckelavee's face. It staggered to the side and Korea slipped free, falling to the ground. He immediately rolled to the side as the Nuckelavee charged towards him, hooved feet smashing through the side of the house.

Hong Kong scampered away from the edge of the roof, ducking the Nuckelavee's swipe. Spain took the opportunity to land on its back, clinging to the eerily human torso. The Nuckelavee shrieked and spun, both heads turning and snapping in an attempt to reach its unwanted passenger. Spain gave a shout that may have been of elation or pure terror.

"Attack it you _idiot_!" Hungary shouted.

Spain raised his halberd and stabbed the spear into its spine, slicing sideways. The humanoid body went limp as it shrieked, and the horse went ballistic, bucking and throwing Spain off. Germany launched himself at the creature, Ahlspiess raised, and stabbed the spear into the Nuckelavee's side. It fell to the ground with a shriek, struggling to rise, and Germany aimed carefully, shooting it in both heads. The Grimm slumped and began to disintegrate.

Germany took a breath and turned, slicing a Beowolf's head from its body. "How are we doing?" He asked into his earpiece.

" _I'm on the west side. They're still coming."_ Lithuania reported.

" _St'tus of the n'tions inside?"_ Sweden asked tightly.

" _Hong Kong is still on the roof."_ Prussia said.

"Get _off_ of there, aru!" China shouted at Hong Kong.

Germany shot a Creep that was sneaking up on the ancient nation, halting at his side. "Lecture him later. Fight now." He said sternly.

China glared at him.

" _What about Sealand? Do you see him?"_ Finland asked, voice crackling through the comms.

No one answered.

"Hong Kong!" Germany shouted up to the roof. "Is everyone alright in there?"

Hong Kong nodded. Germany had no choice but to believe him as a Beowolf's teeth clamped around his forearm. He grabbed the wolf's jaw and pried it apart, striking it in the eye and sending it staggering with a pained howl. China finished it off, twisting in place to brutally bash a Creep's head in. Hungary sniped an approaching Alpha, backing up so she was nearly back to back with China and Germany.

"There's so many." She noted.

"This is definitely the largest group we have seen." Korea said with a grin. "I guess the Grimm finally decided to…"

He trailed off, staring into the distance as his eyes went round. Germany followed his gaze and his limbs went slack, his weapon pointed uselessly at the ground as an icy chill settled in his chest.

A gigantic fox stepped out of the shadows, studying the nations with intelligent red eyes. It was bigger than a house, with each of its nine flicking, writhing tails at least as long as two cars put trunk to hood. A decorated mask covered its muzzle and eyes, and bone jutted from its back like a lizard's spines, complementing the dagger-like protrusions at the end of its nine tails. Large claws clicked on the ground as it stepped forward, and slowly, the fox snarled, revealing teeth bigger than a man's torso.

"Kumiho." Korea croaked.

"Jiuwei Hu." China breathed at the same time.

"Please tell me that isn't a Spawner." Hungary begged.

The Fox— or Kumiho or whatever it was called— opened its mouth and emitted an earth-shaking growl that sent shivers up Germany's spine. Black saliva dripped over its razor-sharp teeth and down its gaping jaws. It splattered onto the ground in large black puddles and sizzled…

...and a Beowolf pulled itself from the ooze.

"Oh." Denmark said weakly.

Germany activated his comm even as he raised his rifle. "Everyone. We have a Spawner. I repeat _we have a Spawner on the east side_. All units to this location. We need to take it out. _Now_."

He, Spain, Denmark, Hungary, Korea, and China aimed their weapons and fired. Their bullets— both slugs and Dust— bounced off the Fox's hide like they were made of rubber. Its huge ears twitched and it sneered at the nations, stalking forward with slow, methodical steps as it paraded its invulnerability.

It dropped black ooze in its wake, and every single one spawned a Grimm. Beowolves, Ursa, Creeps, even a few Taijitu. The other nations joined them, uniting on the eastern front, but their presences did little. Their bullets may as well have been leaves for all it affected the Spawner, and it stalked ever-closer, preening and assured in its inevitable victory.

Austria's hands began to shake. "That thing could swallow us whole—"

"Austria, _shut up_." Switzerland hissed.

Germany blinked, and suddenly the Nine-tailed Fox Grimm was mid-charge. He grabbed the closest nation— Spain— and threw them both aside as a giant paw struck the earth behind them, leaving a crater behind. He looked up into gaping jaws and swore the Fox was smirking mockingly at him. Its tails flicked and Lithuania and Poland went flying, crashing into the house as their Auras flickered dangerously.

Finland ducked under a tail and fired at the Fox's face. It stared at him as if amused and brought its tail down. Sweden lunged for Finland, shoving him out of the way, but did not move in time. The nation's pained scream sent a shiver up Germany's spine, and he saw Sweden's lower body was pinned beneath the tail as he struggled to shove it off. Finland gave a furious yell and stabbed the tail with his rifle's bayonet. The Fox only twitched and batted Finland away like a pesky fly. The nation's gun flew from his hand and he hit the dirt, eyes rolling back.

A Beowolf lunged for Germany's face— distracting him from the Nordics' plight— and he impaled it through the mouth, shoving its body away. Hungary brought down a Taijitu and her gun clicked.

"I'm out of ammo." She reported calmly.

"Here." Denmark said rapidly, shoving a cartridge at her.

He sprinted at the Fox, jumping over a tail and bringing his battle axe down on the one pinning Sweden. The Grimm howled as the weapon bit its flesh and it knocked Denmark off his feet. Norway raced in and grabbed Sweden, dragging him away from the beast and to safety. The Fox bared its teeth in a black-coated snarl.

"Stop firing at it." Switzerland snapped. "It's obviously not working."

"We need a tank." Prussia growled, breathing heavily. "Or a bomb. Denmark's axe pricked it but it was like it got poked with a toothpick!"

"It has to have a weakness." Germany said tightly, scanning the Grimm. "Keep attacking. We—"

He rolled aside, barely avoiding impalement from the sharp tail-tips of the Fox. It turned, tails sweeping, and sliced through the house, knocking half of it down like it was made of sand. Hong Kong barely made it out of the way, staggering back, but before the nations' horrified eyes, he fell, clinging to the rooftop by his fingertips as the Fox's cold red eyes focused on him. China gave a wordless scream, one that was echoed by Finland and Sweden.

Germany's heart crawled into his throat and he silently ran at the Fox, stabbing it in the tail. It turned on him, jaws snapping. His vision filled with sharp teeth, Germany backed away, despite knowing deep down that he wouldn't be fast enough—

Germany's senses _screamed_.

And time seemed to slow.

Germany felt Prussia lunging towards him, intending to shove him aside and thus place himself in the path of the monster. In his mind's eye, Germany saw his brother take the blow, ripped apart and bleeding as the Fox loomed over him with bloody jaws. As he watched, pain flashed across Prussia's features as his hand twitched towards his stomach and he _faltered_ —

Germany's heartbeat slowed, each beat loud and pulsing in his ears and a warning coursing in his veins. He grabbed Prussia, pulling him with him out of the way of the Fox's snapping teeth. Again, a warning screamed, the hair on his nape rising and he twisted aside, taking Prussia with him as the Fox's tail impaled the ground by his leg.

Something to his left screamed _'Danger!'_ so he stepped right, barely evading a clawed swipe. Again, his skin prickled, so he ducked, evading another slash. The entire encounter only lasted a couple seconds, but to Germany they lasted an eternity, every shiver and whisper like a gunshot that forced him away from harm.

Everything seemed to waver and Germany's vision went white. He sagged and Prussia was forced to drag him away from the Fox's deadly tails and claws. Germany fell to his knees and shook his head, breathing heavily like he had barely saved himself from drowning.

"West!" Prussia called urgently, shaking his shoulders. "West, what's wrong?"

"I— I don't—" Germany panted heavily and shook his head, wiping at his sweaty brow. "There is no time for this." He forced himself to his feet, gripping his weapon tightly.

Korea backed up, still firing at the Fox, but his gun clicked. Empty. The nation cursed in his native tongue, glancing at Germany. "Those were some nice moves, Germany. Want to use them to kill this thing?"

"What?" Germany asked blankly. He shook himself. "We need a plan."

"We need a _tank_." Prussia growled again. "This thing isn't going down."

A shiver crawled up Germany's spine and he grabbed the two nations, yanking them forward. The Fox's paw landed hard, barely missing the back of Korea's shirt. It grinned down at them, jaws agape. A Beowolf's head emerged from the ooze but Germany stabbed the Grimm before it could fully emerge. His body tensed but his instincts tingled and he paused.

"Don't move." He told the others abruptly.

"What?" Korea squeaked.

Prussia stayed still, red eyes flicking between the looming Fox and his brother. "West…"

The Fox blinked, surprised the nations were not running.

Prussia tensed. "West…"

Germany did not respond to him. In the corner of his eye, he saw Spain and Denmark running towards the Grimm's flanks. The Fox ignored the pebble-like gunfire, focused completely on the three nations that refused to move. Its expression was almost curious, but soon that curiosity was overcome by bloodlust. Its mouth opened.

" _West…_ " Prussia said nervously.

Germany's instincts were silent.

If he were more inclined, he might have smiled.

 _Shreeeeeeeeeeeeeeeeee!_

A firework flew directly into the Fox's mouth. Red eyes went wide and it choked, instinctively clamping its jaws shut. A muffled explosion came from within its jaws and it jerked, staggering back. It tripped over the rubble of the house and fell long enough for Spain and Denmark to clamber onto its back.

The axe-wielders went right for the neck, hacking at the base of its skull. The Fox bellowed, tossing its head, before plopping down in preparation to roll. Finland sprang in from nowhere, expression twisted into a snarl, and drove his bayonet directly into its eye. The Grimm howled but Finland clung to its mask, ripping the bayonet free before stabbing its other eye. Instincts tingling, Germany rushed the beast, clambering up onto its back with Spain and Denmark.

"China!" he shouted, pointing at a large piece of rubble.

The ancient nation's eyes lit up and he grabbed the mortar, dragging it towards the Fox. Switzerland grabbed the other end and they lifted it, running to the Grimm. Prussia and Sweden grabbed the two nations, tossing them up and they landed beside the other three. Germany raised his Ahlspiess above his head, aiming for its skull. His plan did not need to be voiced. Denmark cast his axe aside and helped China and Switzerland, and the three nations lifted the mortar, aligning it over the end of the Alhspiess it was the head of a nail.

"One." Germany shouted. "Two. Three!"

Spain jumped, swinging his halberd in a vertical arc. It smashed into the mortar like a hammer, pounding it down into the Alhspiess, and the force of the blow made Germany's arms tingle. The spear sank through skin and bone, impaling itself deep into the Spawner Grimm's skull. It gave a piercing scream and went limp, its tails flopping lifelessly to the ground. The body slowly began to fade, and to Germany's shock— and joy— a majority of the other Grimm vanished as well. The nations quickly picked off the stragglers and silence fell over the battlefield.

Poland lowered his weapon. "Did we get them?"

China ignored him, shoving past Germany and stumbling into the ruined house. "Taiwan!" he shouted. "Macau!"

Finland hurried to his side, giving his own cries. "Peter!"

Silence answered them. Then, a soft voice came from within the ruined building.

"Here!"

Sealand staggered out of the rubble, covered in dust and supporting a pale-faced Seborga. The Italian micronation had a large gash on his forehead. Soon Macau, Taiwan, Wy, and Molossia limped out of hiding as well, sporting a few bruises and cuts. Taiwan's paddle was broken and Molossia was nursing an arm with a bloody sleeve but other than that they appeared unharmed. Germany barely had time to breathe a sigh of relief before Hong Kong slid down from the roof, collapsing to the ground in a heap. China rushed to his side with a distressed cry.

"Where are you hurt?" he demanded.

Hong Kong weakly shoved him away. "I'm not. Just tired. That was intense."

"You did great, kid!" Denmark praised. "I say we give Hong Kong a grenade launcher and have him join us already."

"He is _not_ fighting, aru!" China snarled.

"Thanks for the support, Hong Kong." Korea said genuinely. "I thought we were gonna be eaten."

"We weren't." Germany stated.

"How do you know that?" Korea asked, though he sounded more exhausted then angry.

"I…" Germany hesitated. "I just… knew we weren't in danger."

"How could we not be in danger while fighting a _Spawner_?" Korea emphasized.

Germany shrugged helplessly. "I cannot explain it. I… During the fight, I could tell when we were should… _move_ , and when we shouldn't…" He trailed off self-consciously as they stared at him like he had lost his mind. All except one person.

Prussia _squealed_. That was the only word to describe the high-pitched, ecstatic sound that came from the battle-ready, cool, self-proclaimed 'awesome' nation. He swept Germany up in a hug and swung him around, still squealing excitedly.

"You did it!" he cheered. "You did it, West!"

"We all did it." Germany said humbly. "We defeated the Fox together."

"Yeah we did." Denmark crowed.

Prussia shook his head, practically dancing as he hopped from foot to foot. "Have I truly realized before you?"

Germany's brow furrowed. "Realized what—?" He paused, thinking of the battle again. Of the sudden shift from panic to awareness, of natural instincts to… something else. "Oh." He murmured.

"' _Oh_ '? That is all you have to say?" Prussia cackled, ruining his faked admonishing expression. "I am disappointed, West. And you call yourself the smart one."

"I don't get it." Korea said.

"Someone just figured out his _Sem-blance_ ~" Prussia sang.

A few nations gasped. Others whooped and cheered. To Germany's surprise, Denmark clapped him on the back.

"Lucky." The Nordic said enviously. "So what is it?"

Germany's brow furrowed as he mentally went over the battle again. "It's… difficult to describe. Some type of ability to sense incoming danger, I think."

"You mean he can't kill things with a glare?" Spain pouted, shoulders slumping.

Prussia smirked, hand outstretched. "I told you that wouldn't be it. Pay up."

"I regret this bet." Spain muttered, handing the money over.

The nations crowded around Germany, cheering at their victory or congratulating him for finding his Semblance. He was a little disconcerted by all the positive attention but Prussia had his back, loudly daring anyone to make bets on _his_ Semblance. Soon, a majority of the nations were involved in the following argument, with even Austria and Switzerland getting dragged into the chaos.

Germany broke free of the throng and noticed China sitting with Taiwan, Macau, and Hong Kong, his arms around the younger personifications. In front of them, his house lay in rubble, looking as if a wrecking ball had gone through it. Germany supposed that was not inaccurate. He cautiously approached, footfalls crackling on some shattered stone, and China looked at him, eyes dull.

"Are you alright?" Germany asked carefully. Emotions were not his strong suit but he could not simply leave China there, even with his fellow Asian nations providing support.

"I am fine." China claimed, eyes never leaving the ruined house. "I am glad these three are okay."

"We just happened to be on the side of the house that did not fall in." Taiwan mentioned. She dragged a hand through her messy hair but put on a bright smile. "But if we were on the wrong side we'd be fine eventually."

China's arms tightened around them, and Hong Kong squeaked in pain. "I know." The ancient nation said roughly. "But it was too close." He sat up, meeting Germany's eyes. "We cannot let this happen again."

Germany looked away first. "I cannot promise that it won't."

China's shoulders slumped. "I know. We are lucky so far that the Grimm have avoided the big cities, but who is to say they have not launched smaller attacks like this in isolated areas?"

The chill that settled in Germany's chest had nothing to do with his Semblance. His fist clenched around his weapon, making the metal creak, and China looked at him in confusion. Germany saw when China comprehended what he did.

"Oh…" China breathed.

Germany turned away, already lifting his phone to his ear.

The usual agent on the other end picked up. _"Mister Be—"_

"I need you to give me a list of deaths from animal attacks in isolated areas near where the portals spawned." Germany ordered, voice clipped.

" _Yes, sir."_ Germany heard a keyboard clacking. _"May I ask why?"_

Germany swallowed his guilt, horror, and resignation, keeping his voice level. "They might not be animal attacks."

The clacking stopped. _"…I see."_ The agent said shakily. _"I'll have them to you within the week."_

"Make it within the day." Germany ordered.

To his credit, the agent did not argue. _"Yes, sir."_

 **XXXXXXX**

 **A/N: Just so you all know, I won't be able to update until Friday next week. So no update on Monday. Sorry about that!**

 **Thanks to everyone who read, reviewed, favorited, followed, etc!**


	18. AGATE

**Chapter Eighteen: AGATE**

Qrow swaggered into the military HQ like he owned the place. He made sure to ooze extra smugness to get on the fine soldiers of Atlas's nerves just a little bit more, relishing in the loathing looks shot his way more than he probably should. He did not fear these men and women. He would rather stab himself than show any reverence for the scum of Atlas. So when he strode into Ironwood's office, he put an extra, infuriating swagger in his step.

Only years of being in the field prevented him from pausing. Ironwood looked as stern and uptight as ever, his uniform clean, his chin shaven, and his hair neatly in place. The only blatant thing _out_ of place was the reddened burns stretched over his left eye. They looked like someone took their nails and dragged them over the General's face. Qrow mentally smirked at the thought.

"Nice scars." he commented with purposeful tactlessness. "What, did you break up with your girlfriend?"

Ironwood glared at him stonily. "What do you want, Qrow?"

Qrow sauntered over to the desk, leaning on it casually. "Why should I answer your questions when you don't answer mine?"

Ironwood's gaze darkened further. "What. Do you. Want?"

"I'm serious, Jimmy." Qrow said with exaggerated insincerity. "Someone burned you pretty bad and messed up your already ugly mug. Bit extreme for an angry girlfriend. What, did one of your _prisoners_ fight back—?"

Metal banged as Ironwood struck the desktop with both fists, rising to his feet. Qrow met his glare with one of his own, arms crossed and stance stiff and unyielding.

"I don't hear you denying it." Qrow said coldly.

"If you must know, I got this when a suspect resisted arrest." Ironwood hissed.

"A 'suspect'? Or an innocent you call a 'political dissenter'?" Qrow challenged. "I know about the Institute, General."

Ironwood gritted his teeth. "You know nothing."

"I know what happens there." Qrow continued relentlessly. "I know what you're doing to your own people. So I came here to ask you…" He laid his hands on the desk, leaning so he was nearly nose to nose with the man. "What the _hell_ , James?"

Ironwood grabbed a Scroll off his desk, turning his chair slightly. "If you are only here to waste my time—"

Qrow grabbed the Scroll, pulling it down. "I think this is a pretty important conversation. You're sitting back and letting your own people get _brainwashed_."

"It is not brainwashing." Ironwood said stiffly. "It is reeduc—"

"Don't give me that bullshit." Qrow snapped. "I can't believe this. Your head is so far up your own ass I'm surprised you haven't seen enlightenment. _We trusted you to protect the world_."

Ironwood clasped his hands on the top of the desk. They did not quiver the slightest bit. "I _am_ protecting the world."

"No you're not." Qrow spat. "You're trying to protect Atlas and throwing _everyone else_ under the bus. And even then, you're not protecting your own people. _Wake up_ , James! Atlas has become a damn _hellhole_."

"The people of Atlas are prospering." Ironwood stated.

"No they're _not_." Qrow snarled. "They're _scared_. Even the richest twits among them are _terrified_ of your soldiers. They see violent arrests every day. They see neighbors dragged off for flimsy offenses. I'm honestly surprised you aren't executing people in the streets yet. You've already done everything else." He smirked coldly, red eyes glinting. "How many complaints of wrongful soldier violence against civilians have you dismissed?"

Ironwood's lips thinned and he said nothing.

Qrow's fire drained away, leaving an empty feeling behind. "How did you fall so far, Jimmy?"

"I have not fallen." Ironwood stated. "I've merely seen a new perspective."

"More like you've become Atlas's bitch." Qrow sneered. "And you're right. My time is being wasted here."

He turned to the door but Ironwood grabbed his arm. Qrow stiffened, muscles coiled to attack.

"I should arrest you." Ironwood growled.

Qrow smirked at him coldly. "Go ahead and try."

He yanked his arm free of the General's hold and walked out.

Ironwood made no move to stop him.

XXXXXXX

'Nervous' did not begin to describe Canada's emotions at the moment. In the process of walking through Atlas's soldier-filled streets, he had skipped nervous and gone straight to 'trying his best not to panic and get shot'.

It felt like every human and robotic eye was on him and Weiss as they made their way through the park, not here to shop, but to meet up with their fellow rebels. Rebels. That was what they were now, at best. They intended to fight against an oppressive government in order to save people. Wouldn't America be proud. He'd get a real kick out of England being on the side of a potential Revolution.

 _If he's even America when we find him. He might be more Vale-ish, especially if Atlas has hurt him,_ Canada's breath hitched at the thought. _Don't think like that. America is strong. So are France and the others. They'll be okay._

He looked to his partner for the day, who eyed their surroundings warily. Weiss was no more comfortable here than he was, and she was from Atlas. Though that might be the problem. This was an odd partnership, but not an unwelcome one. Weiss was going because she was Neon's contact and had been seen at the park before. Yang couldn't go because she was recognizable and _two_ figures who hid their hair would raise suspicions. Same with Pyrrha. Blake was a Faunus, and would draw too much negative attention. Nora would pick a fight and Ruby was… having trouble focusing. Jaune subtly requested staying with her. Which somehow left Canada as the best person to go with Weiss to tell Neon the plan.

"Is this a good idea?" Canada asked plainly. "You hardly know FNKI. Do you even know the 'K' and 'I' members' names?"

"No." Weiss admitted. "But we need all the allies we can get."

"I guess that's true." Canada admitted.

Weiss frowned at him, stepping closer to his side to avoid a woman hurrying through the crowd. "Are you okay? You've been a little… off lately."

"Define 'lately.'" Canada requested as he sidestepped a man walking two hulking dogs.

"Ever since you came back." Weiss decided. "You're quieter."

"Well, losing my twin _again_ happens to make me a little quiet." Canada snapped. He immediately winced. "Sorry."

"Don't be." Weiss mumbled. "I should have guessed family issues were the problem."

Canada gave a harsh bark of a laugh. "Want to share problems?"

Weiss smiled thinly but her eyes were distant. "Maybe later." She focused. "There's Neon."

Canada spotted an orange-haired girl lingering near a large tree. A hand landed on his arm and he jumped, turning as he forced himself _not to grab his weapon they'd shoot him if he—_

"Excuse—" The soldier that grabbed him paused. "Oh. I'm sorry. I thought you were someone else."

Canada nodded, heart in his throat. "I-It's fine."

The soldier nodded awkwardly and released him, only to pause when he spotted Weiss. His eyes narrowed. The former heiress met his gaze and froze like a deer in the headlights.

Canada looped his arm through hers. "My friend and I are late for something. Have a good day, sir."

He hurried away, practically dragging Weiss with him. After a few steps he could not resist the urge to look behind him. To his relief, the soldier and another guard were now speaking to a mustached man wearing a grey overcoat. When the soldiers failed to return to their pursuit, Weiss relaxed, gently untangling her arm from his.

"T-Thanks. I would have stood there." She said shakily.

"The soldiers are a lot more intimidating once you know what they'll do." Neon said dryly. She waved. "Hey."

"Hello." Weiss greeted. "Neon, meet Matthew. Matthew, Neon."

"Nice to meet you." Canada said politely.

"Likewise." Neon replied. She turned to tree. "You can come down now."

Another teen dropped from the branches of the tree, tall and well-dressed in a classy outfit reminiscent of a jazz musician. Canada watched him warily but did not react, noting how Weiss remained calm.

"Flynt Coal." She greeted him.

"Weiss Schnee." Flynt said in return, tipping his hat to her. "So what's this about a rescue?"

"We've figured out where the Institute is." Weiss explained quickly. She glanced around the alley, frown deepening. "Where's your other half?"

Flynt grimaced.

Neon shifted, rubbing at the inside of her elbow and avoiding their gazes. "My other two teammates don't want to be involved."

Canada tensed. "Did you tell them anything?"

"No." Flynt said shortly.

"We brought up a few weird things about the 'new Atlas' and they preached 'Atlas is strong' propaganda at us." Neon said miserably. " _Word for word_."

Canada winced. "I'm sorry."

Neon's shoulders slumped. "Me too. So—"

Canada sensed someone behind him.

Neon froze, smiling brightly as she nodded cordially. "Hello, soldiers."

Canada and Weiss slowly turned to see two Atlas soldiers standing behind them. Canada quickly scanned them for weapons, noting the guns at their hips. The soldier on the right smiled back, and he noticed this one was a she.

"Hello. We don't want to interrupt your little gossip session, but we'd like to speak to this young lady." She nodded at Weiss, all smiles.

An icy chill trickled down Canada's spine.

"Sure." Weiss said politely, but Canada saw her hands tremble. "Do you need something?"

"We just need you to remove your scarf, please." The woman said.

Weiss balked. "What?"

"She didn't steal it or anything." Flynt growled.

Neon grabbed his hand, shooting him a warning look. She froze under the soldiers' piercing stares, ducking her head.

"We know." The soldier said. "But we still need her to remove it. Just for a second. Please."

It was not a request and they all knew it.

Panicked blue eyes met Canada's violet. "I— Uh. I don't see why this is neces —"

The female soldier's hand snapped out and she grabbed the scarf. Weiss gasped, flinching as her hair was yanked with the scarf, and the covering was roughly torn from her head. A few white strands fluttered to the ground and the soldier smirked, looking at the girl.

"Caught you, _Faunus_ —" She froze, skin blanching. "W-Weiss Schnee?"

Canada lunged, gripping the soldier's hands. "Forget about our conversation and Weiss Schnee's presence here." He commanded.

The soldiers' hands went lax. Canada released them, snatching the scarf and shoving it back on Weiss's head. When he turned back to the soldiers, his smile was firmly in place.

"See? She isn't a Faunus." Canada said with a 'carefree' and lofty chuckle, as if such a possibility was ridiculous.

The soldiers blinked, eyes focusing in time to see Weiss wrapping the scarf back around her head, her hair hidden beneath it once more. The female soldier smiled. It was neither genuine nor pretty.

"I see that." She said lightly. "I apologize for asking you."

"It's fine." Weiss said, smiling as tears of pain lingered in her eyes. "You're just doing your job and keeping us safe."

Canada could see her choking on the words. The soldiers did not notice. They went back to their normal position, chatting and laughing with each other as if they had not just torn off a piece of Weiss's clothing. As soon as they were out of sight, Canada looked to Weiss.

"Are you okay?" he asked softly.

Weiss nodded, still pale. "I'm fine."

"Nice Semblance, Matthew." Flynt commented. "Very handy."

Canada repressed a shudder and forced himself to smile. "Yeah."

"You're lucky your cat friend wasn't here with her bow." Neon murmured, eyes glazed. "Or that monkey boy."

"How can they _do_ that?" Weiss growled, wiping at her eyes.

"They can do it because no one can stop them." Flynt said flatly.

"Which is why we're taking the Institute down, right?" Neon asked.

"Yes. We've figured out where it is." Weiss said. "It's in the mines, in a section originally meant to be converted into a residential area."

Flynt snorted. "Naturally the fine Kingdom of Atlas must use all of its resources efficiently." He said sarcastically.

"We're breaking in tomorrow." Weiss continued. "Here's the time and place to meet."

She carefully handed Neon a piece of paper, glancing around. The Faunus looked it over and casually rolled it up and popped it into her mouth, swallowing it. Weiss wrinkled her nose but did not object.

"You realize most of the mine entrances will be teeming with guards." Flynt mentioned. "You won't get close without running into somebody who thinks you're someplace you shouldn't be."

"We've got a plan." Weiss assured him.

The two members of Team FNKI exchanged a glance before looking back at her.

"We trust you. How are we getting in?" Neon asked determinedly.

Weiss took a breath. "We're going through the entrance that's in the Schnee mansion."

XXXXXXX

Something was very, very, _very_ wrong.

America squinted at the Scroll but could not focus on the image on the screen. It trembled and shook in his quivering hands, and he reluctantly set it down in an attempt to stabilize it. He carefully prodded the small map, spitting a curse as he zoomed in too far. He fixed the angle and cursed again as something ran down his upper lip.

"Damn it…"

A box of tissues was shoved in his face. He took them without looking, sending a smile Penny's way. "Thanks—"

Penny did not wear blue. America froze, slowly looking up and meeting Winter's eyes. Apparently she was home. He didn't even hear her come in. America swallowed nervously, smile becoming forced.

"Hi. Oh shoot." He slapped his forehead. "I didn't make dinner tonight. Sorry."

"Your nose is bleeding." Winter reminded him.

America put a tissue under his nose and pressed the bridge. "It's fine." He said, voice muffled. "Side effect of my Semblance."

Vale gave a strangled laugh that he ignored.

A white eyebrow quirked. "What is your Semblance?"

America blinked fuzzily. "Uh…"

Penny came to his rescue. "Alfred F. Jones does not wish for you to know."

 _Thanks, Penny_. America thought. He dare not say it aloud lest—

" _You're still on about that?"_

Pain pounded through America's head and he leaned it on the table, closing his eyes and ignoring the muffled voices above him. _Leave me alone, Vale._

" _No. You're being stupid and needy."_ Vale sneered. _"Don't you know that only makes it easier for people to take advantage of you?"_

The pain sharpened and America grimaced. _Shut up. Winter and Penny aren't like that._

" _They'll show their true colors eventually."_ Vale predicted. _"And you'll be left in a cell or broken and dying in a ditch after Ironwood's finished using you for his needs."_

 _Wow. Aren't you being a ball of sunshine_ , America thought.

" _Better that than an ignorant fool."_ Vale hissed.

America ignored her. It was all he could do.

Once his head stopped swimming he opened his eyes, returning to the Scroll and the map it contained. He completely forgot Winter was there until she put a hand on his arm. He jumped, the Scroll flying from his hands, and scrambled away from her before his mind caught up with him.

"Sorry. You s-startled me." He stammered.

Winter frowned lightly. "I think you need to sleep."

America laughed. "Are you mom-ing me?"

Winter rolled her eyes. "In case you haven't noticed, you look terrible."

America hid a wince behind a grin. "And there's the Weiss I know and—" He flinched. "I mean, Winter. You're Winter. I-I-I…"

His head hurt.

So did his chest.

And his everything.

And—

America calmly stood up and walked to the bathroom, reaching the toilet just in time to empty his stomach into it. Cool hands held back his hair as he retched and he was reminded of another awful but much happier time where he'd fled from Emerald and Mercury—

America noticed red speckles among the bile and prayed it was from his nose. He quickly flushed it, hoping Winter was too disgusted to look too closely. Her grimace said she was.

"Sorry about that." He croaked, throat feeling like he had taken sandpaper to it.

Winter frowned disapprovingly at him, reminding him painfully of England. "I don't know what you're doing but you're driving yourself into the ground and making yourself sick." Her nose wrinkled. "Literally."

"Sorry." America mumbled. "I can't take a break. My friends are in the Institute. I have to save them." His brain caught up to his mouth and he turned white. "I wasn't supposed to tell you that."

Winter stared at him expressionlessly. As the clock ticked and she failed to lunge for him, America slowly relaxed.

"You're wanted, you know." Winter told him.

And that blissful relaxation vanished in the blink of an eye.

 _Oh, shit._ America winced. "R-Really?"

" _Is that a threat?"_ Vale asked.

"Only in military circles." Winter reassured America. "They're not keen on the public learning about you."

 _I wonder why,_ America thought sarcastically. "What's the reason they're giving?"

Winter eyed him neutrally. "There _isn't_ one."

"…Oh."

They all knew why. The prestigious guardians of Atlas didn't need something as trivial as a _reason_ to arrest people anymore. America glanced past Winter at Penny, who rocked on the balls of her feet as she watched them intently.

"Um. Thanks for the warning. I'll just—" America tried to shove past her but she blocked the door. America retreated into the bathroom. "I'm not going to puke again, I swear."

"I think you should stay to be sure." Winter said testily. "And you can expand upon what you just said about the Institute."

America's stomach roiled. "I'd rather not."

He tried to move past Winter again, only for her to stick her arm out, planting her hand on the doorjamb like a humanoid gate. America sighed and shoved weakly at the limb. Weakly, as in he _barely_ budged it. America blinked, frowning at his hand.

 _Wow, I'm really off today._

"Alfred, tell me about your friends and the Institute." Winter commanded.

America's skin prickled with goose-flesh. "No." he said shortly.

Again, Winter blocked the way out and prevented him from leaving. She seemed to fill the entire doorway as she 'casually' leaned against it, and America became acutely aware of the weapon clearly displayed at her hip. The walls of the bathroom were suddenly too close for comfort, creeping inward like a trap in an ancient temple. America's uncovered eye darted about, searching for another exit.

"Fine." Winter said sharply. "How about this then: You tell me what I want to know as payment for letting you stay here."

America felt the blood drain from his face.

" _And there it is."_ Vale sneered.

America backed away from Winter until the backs of his knees hit the tub. He nearly fell into it but caught himself just in time, leaning on the wall. His voice caught in his throat, choking him, and the walls closed in. Logically he knew they had not moved but it felt like they were mere inches from his skin, ready to crush him if they came any closer. There were no windows, only the blocked door. He was _trapped_. There was no escape. There was no escape. There was _no esc—_

America did not realize he was on the ground until he registered his stinging knees. His chest heaved, his thoughts going fuzzy, and logical thought fled, leaving him drowning in terror. He saw booted feet approach and flinched back, pressing himself against the tub. He tucked his arms close to his chest and ducked his head, covering his neck. It was all useless. The soldier could inject him anywhere and he'd be helpless and paralyzed and and and—

The ring. He could use the ring. Where was it? Was he wearing it? Why did he take it off he was such an _idiot_ —

Voices pierced the grey fog covering his mind and he slowly registered words.

"— didn't mean to imply that." Winter was saying, voice low with guilt.

"Then explain." Penny retorted. "Quickly."

Boots clicked on tile and Winter knelt in front of him, a blurry blue blur in the mass of swirling grey. "Alfred? I wasn't implying that I was going to turn you in if you refused to answer. Alfred, please. I would never do that to you."

" _Why_?" America asked hoarsely, stunned his voice worked. " _Why wouldn't you?_ " He could feel the claws tightening around his throat but he shoved them away because he couldn't let himself think not now not now _not_ —

Winter did not reply to his outburst and her expression remained blank. America's panic drained away, leaving hollowness behind. He hunched his shoulders, laying his head on his knees as he offered his wrists to her.

"Just give me back to Ironwood already. I don't care." He said tonelessly.

" _Ironwood_ is responsible for this?" Winter gasped, voice strangled.

America wished he could turn invisible. Or sink into the ground and never emerge again.

"General James Ironwood was the soldier that attacked Alfred F. Jones in the mines." Penny confirmed.

America did not even bother telling her to stop. At her words, all the trauma and stress he'd endured came crashing down upon him, leaving him slowly sinking further into numbness. He almost wanted to cry, but even that release was denied to him. Instead he spoke in a flat monotone. "Ironwood kept me captive for months. He wants me back. If you give me to him now you probably won't get into trouble." He smiled humorlessly. "You might even get a promotion."

"Alfred, I'm not going to give you back to him if he hurt you." Winter said, an emotion in her voice he could not identify.

Oh _wait_. Yes he could. He'd heard it so many times before.

"Please don't pity me." America replied hollowly. "I brought it upon myself. I let them do this to me and ran away like an idiot even though I knew they were after me again." His face crumpled but he still could not cry. "No wonder Arthur blames me."

A gentle hand touched his shoulder and America stiffened, shock breaking the chilling numbness's hold.

"I do not think your brother blames you. I think he fears for you, and just wants you home and safe." Winter said. She hesitated. "That's why I'm helping you. You were stalked, kidnapped—" She faltered. "— hurt, escaped, and was nearly captured again by a person in authority. If you went to the military for help they wouldn't believe you and you'd end up right back in— in that _soldier's_ hands. You're alone, far from your family, and there's no way for you to contact them. They don't know if you're okay, or even alive, and—" She stopped abruptly.

America sat quietly, not shrugging off her warm hand. If he closed his eyes, he could almost pretend he was awkwardly being comforted by his gruff big brother. Eventually, he found his voice. "I'm sure Weiss is okay."

"I hope so." Winter whispered. "But I can't help but worry." Winter shook herself and gritted her teeth, letting her hand fall away. "Please, tell me the full story. Let me _help_ you." _"Because I can't help her."_ went unsaid.

"You…" America licked dry lips. "You won't believe me."

Winter's gaze darkened. "You've already told me General Ironwood is involved. I think I can believe everything else."

America studied her carefully and nodded once. "Okay."

So he told her. About nations, Earth, Relics, Ozpin, Salem, Atlas, Ironwood, and their plans. He told her about Vale, Polendina's capture of him, and his escape. He told her the details of Ironwood's attack in the mines, averting his gaze so he would not have to see the hurt and betrayal in her eyes. When he finished, he waited in silence, staring at the floor.

Winter exhaled shakily. "I see. It seems my mission is still relevant."

America tensed.

Winter raised a calming hand. "I am here to investigate disappearances in the slums. There have been numerous missing persons since the shield went up, and I was sent here to figure out where they went. I fear they may have been taken to the Institute."

America blinked, surprised. " _That's_ why you're here?" At her nod, he frowned. "Who gave you that mission?"

Winter's teeth clenched. "General Ironwood authorized the mission."

"But General James Ironwood approved of and assisted in implementing the Transformation Institute." Penny said. "His attempts to have Specialist Winter Schnee unveil the Transformation Institute are contradictory."

Winter hesitated briefly but her expression smoothed out. "He did not technically order me to look into the disappearances. I merely sought his approval after I requested the mission."

"You asked to do this?" America asked, surprised. "Why?"

Winter stared at him coolly. "My sister is missing. My father _claims_ she ran away but…" Her expression remained unchanged but her clasped hands tightened around each other.

America's stomach twisted. "Ah. Could Ironwood be trying to…" He cleared his throat and continued with a cringe. "... get rid of you?"

Winter grimaced. "After everything you have told me, I do not know. I would say I am not so special that he would go through all this trouble but I _am_ a Schnee. If I vanished suddenly, people would ask questions. But if I vanished during a mission…" She trailed off, and all the strength seemed to abandon her body. Her shoulders slumped, and she put a hand to her head, jaw quivering with strain as she gritted her teeth.

"I'm sorry." America said quietly.

Winter sighed. "You are not responsible for the actions of the man I once respected." Her gaze hardened. "Atlas is not meant to be a Kingdom run by fear. It is meant for the _future_ ; for hope, prosperity, and survival. The Institute stands against those goals, and their previous grievances against your world even more so."

"We have figured out where the Institute is and are planning a rescue." Penny stated, handing Winter the discarded Scroll. "Additional assistance would be beneficial."

Winter studied the map, expression growing pinched. "They could fit so many people down there…"

"Every 'criminal', Faunus, and person they didn't like." America growled. "They're all locked in cells." He shivered.

"Are you going to be alright underground?" Winter asked. "You… react badly to small spaces."

"The term I researched is 'traumatized'." Penny informed her.

"I'm _not_ traumatized." America hissed. "But yes, I'll be okay."

"Your nose is bleeding again." Winter said.

America blinked and touched his upper lip, staring at the red smeared on his fingers. Weird. He wasn't even using his Semblance at the moment. "Just give me a night's rest and I'll be golden." He claimed. "We're planning the breakout for tomorrow." He removed the makeshift eyepatch, pinning her with blue and green eyes. "Will you help us?"

Winter did not hesitate. "Yes."

XXXXXXX

Germany threw a tablet down on the tabletop in front of the nations. A few yelped, but most eyed the tablet warily, shifting their gazes to the obviously irate nation. Germany ignored then and in a chair heavily, putting his hand over his eyes. Lithuania hesitantly picked the tablet up, scrolling through a page.

"What is this?" he asked.

"This is a list of names of people who've died in 'animal attacks' within twenty miles of each portal since they opened." Germany said bluntly.

"I heard quotations." Poland mentioned.

"Because they're _not_ animal attacks. _These_ ones aren't, anyway." Germany snarled.

Liechtenstein leaned over Lithuania's shoulder as he opened a file and he resisted the urge to hide the graphic images from her. Austria took one look at the screen and blanched, turning away. At first, no one had the bravery to ask the question they were all thinking.

"How many?" Norway murmured.

"The estimate is somewhere in the tens of thousands, all over the world." Germany said.

"There's so many…" Liechtenstein whispered.

"Are you saying the Grimm have been picking off people in isolated areas?" Finland asked, distressed.

"That's exactly what I'm saying." Germany growled.

"But _why_?" Hungary demanded.

"Probably to sate their bloodlust until they can attack someplace big." Switzerland predicted darkly.

"And to keep us from noticing them and taking them out." Prussia added.

Lithuania shakily set the tablet down. "They're building up their numbers, aren't they? That Fox wasn't the only Spawner here."

"That's what I'm afraid of." Germany said grimly. "That is why I'm mobilizing the rest of our members and calling them in. They'll be stationed in Europe while we remain here. We all need to be prepared when the Grimm finally decide they're ready for a full-scale assault."

"Hopefully the drones will find more packs." Romania said.

"We can't have a repeat of the China incident." Norway agreed.

Silence fell over the nations as they considered what might have happened had they been just a _little_ later to the house. Macau, Hong Kong, Taiwan, and the micronations wouldn't have died, but once the Grimm realized that the monsters would have been all too happy to take advantage of that fact. Lithuania tried not to think about it, and Finland's insistence that the micronations and Asians come back with them and stay in America's mansion showed he was not the only one who realized how terrible their fate could have been. Grimm had no souls, but they were capable of intentional cruelty. Why else would they maliciously seek to destroy every human and manmade structure they came across?

Lithuania reluctantly picked up the tablet again, scrolling through the names. With a lurch, he recognized a few of his own citizens. And yet, the more he looked, the more something felt… _off_. Lithuania squinted at the names, trying to figure it out.

Prussia cleared his throat. "Enough moodiness. Since we are going to be expanding our ranks, now is the perfect time for a nice name for our group."

"You're still on about that?" Poland demanded.

"Names are important." Prussia insisted. "They show we ride and fight under one banner, standing together against our foes!" His smile vanished. "We have fought side by side as comrades in battle. We have shed blood and sweat together. We are no longer a ragtag bunch of nations simply fighting a common foe. An alliance like this deserves a name."

His passionate speech stunned the nations into silence. A few of the nations looked unsettled, glancing at their fellows as they slowly registered their words. Lithuania himself looked at Prussia, and his speech became something comparable to a wake-up call. They _were_ united. They couldn't deny that they were willingly working together. Nations that held grudges or disliked each other were in a single unit, all with a single goal and without letting petty arguments or old grudges get in the way. It was as close to world peace as they had ever seen. All it took was a threat against the entire world. It was as heartwarming as it was terrifying.

"I have a name for us." China said suddenly. He looked around the room at the attentive nations and straightened his shoulders, chin held high. "The Anti-Grimm Alliance of Transoceanic Enforcers."

"AGATE, huh?" Prussia questioned. He grinned. "I _like_ it."

 **XXXXXXX**

 **A/N:** **Thanks to everyone who read, reviewed, favorited, followed, etc!**

 **See you Monday.**


	19. Freeing the Caged Bird

**Chapter Nineteen: Freeing the Caged Bird**

America carefully cleaned Cobalt Striker, methodically checking every spring and mechanism for any possible sticking issues. He glanced at the piles of cartridges laying on the counter, each helpfully emblazoned with the symbol for the types of Dust inside.

They were lucky Winter had so much on hand. She was not only military, but relied on Dust for many of her techniques, so no one looked twice when she took more than usual. None of her fellow soldiers considered that she would ever use it against them. But could the soldiers involved in the Transformation Institute be considered their comrades?

Winter did not seem to think so. She agreed to help so readily that America guessed she had been suspecting what was actually happening for a while. His explanation only confirmed her fears. Or maybe it was what they did to Vale and him— and potentially her sister— that turned her against Atlas and Ironwood. America had caught her staring at his shoulders, likely thinking about the scars peeking over his collar. He didn't let himself ponder it further.

America decided to let Penny and Winter use the Dust. He could rely on Vale's Semblance for pyrotechnics and lightning. And if he couldn't... running out of bullets would be the least of his concerns.

"Alfred F. Jones."

He did not even look up from his work. "Yes, Penny?"

"I have counted our supplies and tested my weapons." She reported. "Do you want to know the exact details?"

"Do we have enough ammo to take out squadrons of soldiers and robots?" America asked rhetorically.

"Based on my estimate, even if we were to use one shot per enemy we do not have nearly enough." Penny stated.

America winced. "I guess we'll have to conserve ammo. That's nothing new." He set Cobalt Striker down, picking up a Fire Dust cartridge and checking its contents.

"Alfred…" He focused on Penny, noting the lack of his full name. Her green eyes met his. "My probability algorithm indicates there is an 89.224% chance we will not succeed. The benefits of potential increased safety of Alfred F. Jones through the retrieval of Francis-France, Lovino-Romano, and Jett-Australia have decreased exponentially."

"My safety is not worth their lives." America said firmly.

"I do not compute." Penny stated. "My mission is to—"

"Protect me, I know." America picked up a Lightning Dust cartridge, turning it over, and paused. "Penny, you don't have to go on the mission if you're not comfortable with it."

"My mission is to pro—"

"This _isn't_ about your mission." America interrupted gently. "This is about what you _want_. I've been dragging you around everywhere without asking what you wanted."

"You did not 'drag' me." Penny replied. "And I must accompany Alfred F. Jones to complete my mission."

"But do you _want_ to?" America pressed.

"My miss—"

"Penny. _Do you want to fight?_ "

Penny paused, analyzing his words. Slowly, she nodded. "Yes. I am combat ready."

It was not really an answer. America did not want to let it go. But he wasn't sure how to get through to her and find out what she really felt.

" _She's_ _ **just**_ _a machine. She doesn't feel."_

America ignored the pain lancing through his skull and sighed mentally. _Hi, Vale. Nice to hear your cynical voice. I was starting to miss it._

Vale scoffed. _"You're so ignorant. It's infuriating."_

 _I thought we were past the insults,_ America thought. _Or did my decision to not think everyone wants me dead the reason for your regained sunny disposition?_

Her anger jabbed at his mind and he cringed.

"Your nose is bleeding." Penny said.

 _I haven't even used my Semblance._ America took a tissue from his pocket with an irritated huff. He honestly wasn't even surprised anymore. His body seemed determined to lose hemoglobin hourly these days.

"Any chance I'll scare the soldiers away if I start bleeding randomly?" he asked Penny, voice muffled by his plugged nose.

"Unless they are hemophobic, zero percent." Penny informed him.

America chuckled. "Thanks Penny."

"You are welcome." She said. "I shall go ask Winter Schnee for an update on her attempts to acquire a warehouse."

America caught her arm before she could depart. "Do you think we can trust her?" he asked quietly.

Penny cocked her head, likely looking over past conversations with Winter. "I cannot say with certainty." she said slowly. "My facial scans indicate Winter Schnee's emotional responses were genuine."

"I hope you're right." America said and let her go.

He watched her walk out and turned back to Cobalt Striker, releasing the bayonet one more time. Distant anger that was not his prodded at his mind and he ran a hand over his face, smearing red on his fingers.

"Damn it." He hissed, wiping it off with a tissue.

" _You still haven't figured it out."_ Vale said flatly, radiating fury.

America threw out the bloody tissue. _Figured out what? You could just_ _ **tell**_ _me the big secret, Oh Wise, Cryptic, and Cranky One. Please? I'm getting sick of the secondhand waves of negativity and you're being kind of rude._ Stony silence met his request and he shook his head, twisting Cobalt Striker so the bayonet receded. _Fine. Don't tell me. Just sit in there and brood._

Vale did not respond. Typical.

America shook his head and grabbed a tool, adjusting a piece on Cobalt Striker. So many things would likely go wrong on their mission. He would like to ensure his weapon backfiring was not one of them.

XXXXXXX

Weiss had to wonder if this was what prisoners felt like as they were marched to a cell they would never leave. Her hands where unbound, her weapon at her hip, and her friends at her side, yet every step led her closer and closer to inescapable entrapment. Despite her growing discomfort, getting close to the Schnee mansion was laughably easy. Her father did not have guards— human or robotic.

She supposed he did not want to spend money paying people. Or he was arrogant enough to believe his home would never be invaded. Or maybe he feared word would get out about how he treated his family. No matter the answer, it allowed Weiss and her friends to hurry across the grounds and to the wall of the mansion with no problem. The ease of their attempt did little to please some of her companions.

"What an asinine setup." Arthur growled, bright green eyes scanning the seemingly-blank wall. "The passage is right here?"

"Yes." Weiss said.

Arthur huffed. "An army could walk in and you'd be none the wiser."

"The passage can only be opened from the inside." Weiss defended.

"It's still a terrible design flaw." Ivan commented. He studied the wall and brightened. "I bet I can force it open."

"That won't be necessary." Weiss said quickly.

On cue, a section of the wall swung outward and a portly man with receding brown hair poked his head out. His gaze swept over the gathered Huntsmen and nations— though he was unaware of the identities of the latter— before landing on Weiss. They softened, turning a joyful yellow.

"Hello, Miss Schnee." Klein greeted.

Weiss found herself smiling even though she literally stood in the shadows of her home. "Hello, Klein. Thank you for helping us."

"Of course." Klein said immediately, ushering her and the others inside.

The passageway was simple and well-lit, carved from stone and bricks with lamps along the walls. It smelled slightly musky and Weiss wrinkled her nose, as pleased with the stench as she was the last time she went through. The short journey would be worth it, though. It had to be. Klein shut the door behind them, turning the wheel-like mechanism to lock it. Blake instinctively stepped back to give him more room and accidentally bumped into Yang.

"Watch it." Yang said.

Blake's ears flattened. "It was an accident."

"You stepped on my foot."

"You were in my way!"

Weiss resisted the urge to knead her forehead. Or smack some sense into her teammates.

"What's their problem?" Neon whispered to Flynt, her voice echoing in the rocky passageway.

"You two are _still_ fighting?" Sun asked, exasperated.

Two glares transferred to him and he rolled his eyes, stalking down the passage with an annoyed mutter.

Ivan followed casually, stopping long enough to smile at Ruby. "If we survive this, shove those two in a room and make them talk it out." He suggested at a normal volume, allowing everyone to hear.

He ignored the glares directed at him and continued down the hall, humming vaguely. The others followed, with Ruby and Weiss at the back with Kiku and Feliciano. Blake quickly went to walk beside Jaune while Yang hung back with Matthew, who was polite enough not to stare or ask questions.

"Maybe I will." Ruby muttered.

Feliciano leaned close to her, eyeing Yang's back to make sure she could not hear. "I thought they made up?"

"I'm afraid not." Weiss said tiredly.

"But they both went to the sleepover." Feliciano pointed out.

"They didn't talk to each other except through snide comments." Weiss reminded him.

Feliciano frowned, visibly upset. "Being mean to each other won't make anything better. Why don't they just talk?"

"It's not that simple. Yang was really hurt." Ruby defended her sister.

Feliciano's expression grew pinched. "But…"

"Let it go, Feliciano." Kiku said, glancing back at them briefly. "There is nothing that can be done now." His brow furrowed and his lips dipped in what may be unhappiness or even disapproval. "I do hope their antagonism does not threaten our mission."

"It won't." Ruby claimed. "They're better than that."

Unreadable brown eyes scrutinized her. "I hope you are right."

The walk into the library was laughably easy, with only the occasional look Yang or Blake shot each other interrupting what could be seen as a simple stroll. Weiss emerged from the corner of the room and her breath caught as she recalled the last time she was her. She shivered, grimacing at the bookshelves that suddenly felt too tall and claustrophobic. She worked so _hard_ to get out…

Ruby touched her arm. "Weiss?"

"I'm fine." She claimed briskly.

"Do you know your destination?" Klein asked, mercifully changing the subject.

"Yes. Where are…" Weiss cringed. "…my father and brother?"

"Master Schnee is in his study." Klein informed her. "As for Master Whitley, he is in his room."

"So we shouldn't run into them." Qrow said, red eyes roaming over the library. "We'd better hurry. I don't want a fight just yet."

"Why would there be a fight?" Matthew asked.

Qrow grinned, showing all his teeth and his hand clenched into a fist. "I'd start one."

Weiss's chest warmed. It was almost enough to stop the chill when they exited the library. Almost, but not quite. The halls of the mansion were as clean, white, shiny, and lifeless as she remembered. Her breath hitched and her steps faltered.

"Miss Schnee?" Klein asked gently. "Is everything alright?"

"Yes." Weiss blurted on instinct, eyes darting around the pristine white halls as her breathing stuttered. "Thank you for your help, Klein. You should probably go before Father notices you're absence."

Klein scrutinized her, brow furrowing. "Do you need anything else, Miss Schnee?"

"I…" Weiss paused and the remaining words settled on the tip of her tongue.

They had plans for the mission. Primary plans, backup plans, backup plans for the backup plans, even wild plans that accounted for _everything_ going wrong. But even then, they could not predict every possible outcome. They were on a not-so-simple rescue mission, but they might very well end up as fugitives or worse. If things went terribly, she did not want Klein trapped in the crossfire.

Oblivious to her thoughts, Klein smiled at her. "Will you be returning this way?"

"No, Klein." She hesitated before taking a breath. "…There is a vessel waiting for you in airship bay seven. You should go to it."

Klein paused, studying her with solemn brown eyes. "Miss Schnee? I'm afraid I don't—"

Desperation clawed at Weiss's skin, quick and brutal, and she gripped his hands. "Klein, _please_. I'd feel better knowing you are on that airship and not in the city."

He did not ask questions. He did not demand to know why. He merely nodded slowly. "I… have compiled many vacation days over the past few years. I may as well use them now. The other servants can perform my duties in my absence. I shall go pack."

The tightness in Weiss's throat eased. "Thank you."

She hurried after her friends. Qrow led the way to the passage into the mineshaft, much more confident moving through the mansion than he should be.

"Does everyone know the plan?" he asked abruptly.

"Yes." Neon said impatiently. "We've gone over it a thousand times."

Qrow raised an eyebrow at her. "Just making sure. We don't want any screw ups. And remember, we are _not_ there to free everyone. We're there to rescue our friends and find Atlas. That's it. We don't have the manpower, weapons, or plan to start a revolution. If we need to back out, we _leave_. Got it?"

"Yes." Ruby said softly, but Weiss could see the turmoil in her eye.

"I hope you do." Qrow sighed, running his hand through his hair. "To be honest, if Ciel wasn't there we might not be involved yet."

"What?!" Blake squawked.

Qrow glanced her way, expression stern but voice soft. "Like I said, we don't have the manpower to fully help everyone. If we had the time and resources we'd wait to launch a full assault on the Institute and take it out. It's a justifiable action because of broken Human Rights' laws."

" _You_ might wait." Arthur muttered.

Qrow acknowledged his words with an inclination of his head. "It doesn't matter anyway. A long-term solution isn't on the table. If we can figure out where Soleil may be, the enemy forces might as well. We need to find her before they do."

"What enemy?" Neon asked.

"The people behind the attack on Beacon." Yang explained.

Blue eyes went wide. Before Neon could respond, a door to their left creaked open. Eighteen weapons pointed at it and Whitley froze in the doorway, hand on the doorknob as his face drained of color. Some— like Weiss, Ruby, Jaune, Matthew, Feliciano, and Oscar— lowered their weapons while others did not.

Weiss shoved Blake's gun down. "It's my brother."

At the sound of her voice, Whitley's alarmed look faded, replaced by a smug, arrogant glance she easily recognized. "Sister, you're back."

Yang stepped forward menacingly, eyes red. Weiss caught her left arm.

"You go ahead." she said, eyes never leaving her brother.

Yang bared her teeth. "Weiss—"

Weiss locked eyes with her. "Please."

Slowly, Yang lowered her fist, nodding sharply. "We'll come back in two minutes." She said casually, shooting a glare at Whitley.

Her friends headed towards the room with the secret passage into the mines, leaving Weiss with her brother. They stared at one another, mirrored eyes locked as if even a blink would make them lose. To Whitley, that might very well be the case. The thought didn't hurt as much as Weiss assumed it would.

As the silence stretched on, she finally spoke. "Where's mother?"

"In the garden, as always." Whitley said airily. "She hasn't noticed you're gone."

Weiss felt… nothing. No sorrow. No hurt. Not even any anger. It was hard to grieve for a bond that never existed. "I see nothing has changed then."

"Were three of those people Faunus?" Whitley asked suddenly.

"They're my _friends_." Weiss said coolly.

Her brother's eyes narrowed but he did not press the topic. "Why are you here?" he asked bluntly. "After all that trouble you went through to escape, now you're back?"

"Not by choice." Weiss said vaguely. She couldn't trust Whitley not to run to the military if she told him what was happening. He'd already turned against her once. In fact, he might never have been on her side to begin with. "Have you called Father yet?" she asked, eying the Scroll in his hand.

"Obviously not." Whitley sniffed. "You don't deserve to see him after what you did. You abandoned us and the family name when you ran away."

The words washed over Weiss and left her completely unaffected. It was strange. She'd been so nervous coming back here but now… Now she knew she'd get out again. "I didn't abandon anything." She said. "He put me under house arrest and took my only reason to stay. I can redeem our family elsewhere."

"Our family doesn't need redemption." Whitley sniffed. "We are the biggest company in the world, the leaders in Dust innovation and prowess, and you bring _shame_ our name by running around like a barbaric _mercenary_."

"Huntsmen and Huntresses are not 'barbaric mercenaries'." Weiss said coolly. "And the only shame brought to the Schnee name is from the underhanded business practices Father implements. There is nothing shameful about _saving_ people."

Whitley shook his head, slowly. "You're so naïve."

"I don't think _I'm_ the naïve one." Weiss stated. Her eyes softened. "Father doesn't love us, Whitley. He only loves the money and reputation we give him. He loves his power over us. You may be in his favor now, but that could change in an instant."

Whitley twitched, smug look falling briefly, and Weiss knew she'd struck a nerve. But she felt no victory. Seeing the denial and hurt on his face… it made her anger wash away, leaving her to think. She briefly closed her eyes, recalling happier times where her brother was no so deeply indoctrinated into their father's beliefs, where they would take the rare, precious chances to go and build snowmen together. And suddenly Weiss knew what she must do.

She reached out, a smile playing at her lips. "I'm free of Father. You can be too. _Come with me._ "

If he said yes, she would send him with Klein. Then all of her siblings would be out of Jacques's reach and he'd be left with no one he could pressure into becoming the 'perfect' heir to the Schnee Dust Company.

Whitley hesitated, indecision— and longing— flashing across his face. "You're offering even after what I did? I took the Company from you!" he demanded, and Weiss swore there was an undercurrent of uncertainty in his voice.

"Yes." Weiss stated. "Because I know it's not your fault. Father encouraged you, didn't he?" His silence said it all. "You _don't_ have to be afraid of him, Whitley."

Whitley said nothing, staring at her blankly with wide eyes.

Weiss bit her lip as something seemed to squeeze her throat. "I'm sorry I left you alone with Father to go to Beacon. I'm sorry I left like Winter did. But I'm back now. I'm _here_. Let me _help_ you."

"The Company…" Whitley said.

"We'll come back and return it to _our family_." Weiss promised. "It belongs to _us_ , not Fa— Jacques."

Again, she was struck by the subdued longing in his eyes. She recognized it from looking in the mirror long ago. He did not like his path, but it was the only one he knew he had. Before Beacon, Weiss had been similar. Even when she went to Beacon she had been seeking her father's approval at first. Approval over the freedom and things _she_ desired. How could she look down on Whitley for following Jacques's wishes when she would often do the same in the hopes that he would not target her? She recalled Jacques slapping her and grimaced. Had Whitley suffered similarly when she was gone?

Footsteps echoed through the corridors. Whitley flinched, stepping backwards, and Weiss put on a stoic expression, looking down the lifeless white hall. Jacques Schnee rounded the corner, perusing the Scroll in his hand, but froze upon spotting his children. It was then Weiss realized Whitley had indeed not told him she was back. Shock quickly morphed into anger, and Jacques stormed towards her. Weiss did not retreat.

"Jacques." She greeted coolly.

"You! Do you realize what you've cost me?" Jacques thundered.

Whitley recoiled, shoulders hunching.

Weiss didn't flinch. "I haven't cost you anything. I know the rumors floating around about the 'runaway Schnee'. You turned my 'disappearance' into another publicity stunt. You only cared I was gone because I was out of _your_ reach."

Jacques's face twisted into an ugly glower and lunged for her. Weiss dodged his slap and gripped his wrist, twisting his arm behind his back. She felt no guilt when her father grunted in pain. In fact, she felt surprisingly calm. With a flick of her hand she summoned a glyph, locking her father's feet in place, and released him, backing away. Jacques tried to step towards her but couldn't break the glyph.

"Release me, Weiss." He snarled in a voice that once would have terrified her. "Now!"

Weiss locked eyes with him, eerily calm. "No. You can't control me anymore."

With that, she turned on her heel and walked away, ignoring Jacques's shouts and threats. Footsteps followed her and she tensed, turning. Whitley stared back at her, eyes round and terrified, but he kept walking. The shouts slowly morphed, turning from her name to his.

"Whitley! Get back here! You'll be disowned, you hear me?!" Jacques roared.

Weiss kept her eyes locked with her brother's. "Don't look back." She whispered.

Whitley's chest heaved, his eyes round with terror, and Weiss saw he was visibly shaking. But he did not look behind him, did not slow down for a single step. Weiss reached out and grasped his hand gently, feeling him tremble.

"It's okay." She soothed him. "He can't get you."

Whitley gulped, nodding, and his skin paled further as he comprehended what he just did. Weiss knew what he was feeling. He was caught between his decision and fear of retribution, having already made his choice but wondering if the punishment would be too bad if he went back on it. Weiss kept holding his hand, trying to convey her warmth and reassurance that she was there now and wouldn't let him go. Slowly Whitley relaxed. He did not speak, keeping his stunned silence as they rounded the corner. Out of sight of Jacques, Weiss immediately pulled him into a hug.

"Go with Klein. You'll find him in his room." she said softly. "He's leaving the city."

"R-Right." Whitley stammered. His skin was almost as pale as his hair.

Weiss embraced him, feeling him flinch and stiffen in her hold. "I'm proud of you. I love you."

Whitley carefully hugged her back, movements tremulous and uncertain. "Do not… Do not become all sentimental now, sister."

Weiss chuckled. "Don't ruin the moment." She released him. "Go."

Whitley nodded sharply and hurried away. Weiss turned and continued on her way towards an unused study. Her friends were gathered inside, studying a seemingly-blank wall with a picture of a snowflake hanging on it. Weiss barely stepped through the door before she was tackled by a red blur. A wide silver eye stared up at her.

"Are you okay?" Ruby asked.

Weiss smiled. "Never better. I sent my brother with Klein."

"Is that a good idea?" Nora asked.

"Yes." Weiss said firmly. "He was as much as a victim of Jacques as me. I… I got him out." Her chest warmed and her smile widened.

Her team exchanged uncertain glances.

To her surprise, Kiku smiled. "I'm glad you mended your bonds."

Weiss blinked, stunned by the normally quiet man's words. "Thanks?"

"Not to interrupt—" Qrow interrupted. "—but we'd better hurry. Daddy dearest won't hesitate to call the military."

Weiss nodded, studying the blank wall. "Is this it?"

"Yep. We were waiting for you in case someone snuck up on us." Arthur said. "We'd rather be in the open in a random room than in the open with a gaping hole in the wall."

"Fair enough."

"Enough chatter. Let's move." Yang said suddenly, feeling the wall. She paused, fingers slipping into a crack, and braced herself. "Hey, Blake. Help me with this."

Blake started and hurried to obey. Together, she and Yang pulled the wall open, revealing a vertical shaft. Weiss eyed the grimy, rickety ladder that led into the darkness and grimaced. It was covered with dust and cobwebs, leaving her to pray she wouldn't fall or get spiders in her hair. Ivan was not so dissuaded and happily clambered onto the first rung, bowling through the cobwebs like they weren't even there.

Arthur rolled his eyes. "I guess we're going."

He followed Ivan down.

"Who wants to shut the door behind us?" Matthew asked.

"Jaune and I will." Pyrrha said, touching the door. "There's metal in here."

"Got it." Qrow said, watching Ruby go down.

Yang smirked at Weiss, gesturing. "After you, Princess."

Weiss eyed the still-icky ladder and grimaced. "Fine."

She settled onto the first rung, cringing as decades of dirt touched her palms. She really wished she had brought gloves. And not worn a grey skirt. At least she had worn her scarf to cover her hair. The ladder creaked ominously with every step and her heart did not stop pounding until she reached the dusty floor of the mine. Yang landed after her and smirked.

"How's the dirt facial, Weiss-cream?"

"Insufficient." Weiss casually wiped her hand on Yang's sleeve, making her gasp in mock-horror. "Oh, be quiet. You were already dirty."

"Prepare to get dirtier." Matthew commented, peering down the gloomy passageway. "This place looks like it hasn't been used in years."

"It hasn't." Qrow said as his feet hit the floor, sending up puffs of dust. "That's the point."

There was a creak from above and the sound of something heavy swinging shut. A moment later, Pyrrha and Jaune descended, features eerily lit by the flickering lamps on the walls. Weiss was honestly surprised they still worked.

"What are the chances those are going to go out?" Blake asked, eyeing the twitching lights warily.

"Don't ask." Qrow said. "We have flashlights but should get to the main shafts as quickly as possible."

"Everyone have their maps and the trackers?" Ruby asked quickly.

They all nodded and some pulled the carefully marked papers out. Weiss subconsciously touched the tracker linked to her Scroll. It was not a stretch to say the mine was a maze and they could not afford to get lost.

"Let's not waste time then." Ruby said, fingers brushing Crescent Rose.

They shuffled easily into pairs, weapons slipping from sheathes and into their hands, and headed into the mine.

XXXXXXX

Sterlyn was in over his head. In fact, he was in so far over his head he couldn't see the surface anymore. His simple life of smuggling had turned into a quest to save the world and he wasn't sure how he felt about it. He was no stranger to combat but this took the proverbial cake.

As he checked over his ship one last time, he felt eyes on his back, watching and scrutinizing his every move. How many guns were pointed at him from where he couldn't see? He had Aura, but he wasn't the most combat-orientated guy. He was better in the air than on the ground. How many shots would it take for him to fall should the soldiers of Atlas decide it was necessary?

Sterlyn had no family in Atlas. Only a few friends and colleagues. If he died, would anyone miss him? Sterlyn wasn't one for such existential thoughts but possible execution brought out his inner philosopher, apparently. There was little else he could do, however. Sterlyn did not have many friends, but those he _did_ have would stick at his side. And if Weiss Schnee asked for his help? He'd help. If she asked him to contact as many of his fellow 'unofficial' pilots as he could? He did.

If only he could get to the rendezvous with them.

The hair on Sterlyn's nape prickled and he slowly turned around, completely unsurprised to see two human soldiers approaching. They had the courtesy to keep their guns in their holsters. For now. Sterlyn pretended to wipe grime rather than sweat onto the dirty rag he held as he rounded the open cargo door.

Movements slow— but not too slow. Hands in sight— but not raised. He did not do anything wrong. He was not planning to. He was innocent. There was no reason for him to be shot. That was what he tried to tell himself as the soldiers closed the distance between them.

"Hello, officers." He said steadily. "May I help you with something?"

"We've noticed you hanging around here." Soldier One said. Wow he was a big guy. Sterlyn's head barely reached his chest. But he wasn't intimidated. Because there was no reason for these men to harm him.

"Yes, sir. I'm just doing some maintenance on her." _And waiting for the five minutes between shifts when you and your replacements meet in the control room and chat._

Soldier One frowned. "I do not see why that is necessary. You can't fly anywhere."

Sterlyn pretended his heart wasn't pounding. "Well, I have to keep the ship orderly. Don't want an accident when I need her."

"That would be a shame." Soldier Two said. The visor prevented Sterlyn from seeing his whole face but the pilot knew that his cold, hard stare never left him.

"Yeah." Sterlyn said, and his voice still didn't tremble. "So what do you need? I doubt you came here just to ask for an update."

"Just checking in." Soldier One claimed.

"We're bored." Soldier Two added.

They were lying, and all three of them knew it.

Sterlyn kept his polite smile. "I'm not much one for socializing, I'm afraid. I have some cards you can borrow if you want to—"

He stepped towards the airship, only for a large hand to lock around his arm. Sterlyn tensed, feeling like a rabbit in a wolf's jaws. Soldier One frowned, leaning close to him.

"You look familiar…"

Sterlyn swallowed. "What do you—?"

Something in Sterlyn's peripheral shifted and his heart leapt into his throat. Soldier Two was behind him. When had he moved? Too quick for Sterlyn to react, hands grabbed his helmet. As Soldier One grasped his other arm, Soldier Two yanked the headgear free, revealing Sterlyn's face. Soldier One leaned in close enough for the pilot to feel his breath tickle his skin.

"I know I've seen you before." He said casually, as if his partner had not just torn off Sterlyn's helmet.

The other soldier chucked it onto the ground where it rolled off to the side.

"I-I don't remember you." Sterlyn stammered.

The man grinned, a majority of his features hidden by his visor. "That's what this is for, as you know." He said, tapping the side of his helmet. "Good for battle and for not being recognized."

"That's nice." Sterlyn choked, unable to think of anything else to say.

He didn't dare try to tug his arms away from the soldier's grasp. A hand grasped his chin, turning his head as his face was studied from every angle. Sterlyn did not move, keeping his body still as his mind raced.

"I remember you now!" Soldier One said. "You're that guy that was dishonorably discharged for disobeying orders."

Fiery anger ripped through Sterlyn's veins. "That's _not_ what happened." He spat.

"Oh really?" Soldier Two asked. "What happened then?"

 _I_ _ **saved people**_ _against orders._ Sterlyn did not voice the words, knowing his audience wouldn't care.

Soldier One smiled in a way that was far from friendly. "Now, now. You can't just keep it to yourself. It sounds like you have quite the story to tell. How about we go _talk_?"

 _I'm screwed._

Sterlyn couldn't even laugh at the thought. If he went with them, he would never be seen again. If he refused, they would claim he resisted, arrest him, and he would never be seen again. Either way he would likely find himself in a cell waiting for someone to come 'chat' with him, and though Sterlyn was no squealer he was not sure how long he would hold out. Huh. It was almost funny. Once he said Weiss was on her own if they were caught, but now the option of ratting her and her stupid, heroic friends out wasn't even an option.

Soldier One 'casually' grabbed his arm while Soldier Two lingered close enough behind Sterlyn that he could feel the man's breath on the back of his neck. The pilot instinctively planted his feet but he might as well be a leave for all the ease with which Soldier One yanked him along. Sterlyn stumbled, nearly falling, but Soldier One lifted him up by his arm, ignoring his pained grunt as his shoulder was wrenched in its socket.

"Careful there, buddy." Soldier One said.

"I'm not your _buddy_." Sterlyn spat.

The 'friendly' smile transformed into a frown. "Alright then."

Sterlyn barely registered the hand coming towards his throat before he kicked Soldier One in the groin. There were some things armor and Aura could never protect and he recoiled, releasing the pilot. Sterlyn darted away from the soldiers, putting precious feet between them even as he registered that he was cornered. Literally. _Damn it_ that's what he got for not paying attention.

 _Stupid stupid stupid—_

Soldier One recovered from his attack, glowering at Sterlyn. "You proud of yourself?" he snarled, closing the precious little distance between Sterlyn and himself.

The pilot settled into a more balanced stance, scrambling for the training he had not used in a while. He knew he didn't stand a chance but he wasn't going down without a fight. Besides, getting shot while resisting was better than being tortured and executed. Still, he'd rather live. He liked living. Preferred it by a lot. So if there were any deities out there he would really appreciate some assistance—

Soldier One barreled towards him. Sterlyn barely dodged his bear hug, smacking into the wall, and Soldier One grabbed his arm, yanking him into the air and smashing him into the ground. The air whooshed from Sterlyn's lungs and he felt his Aura flare dangerously. If not for the protective energy, he'd be nursing more than a couple broken bones. He had little time to ponder about it before Soldier One lifted him by his neck, his meaty fingers almost completely wrapping around his throat.

"Now, are we going to talk or do you want to keep getting your ass kicked?" he sneered.

Sterlyn spat in his face. Soldier One calmly wiped the saliva off his cheek and his other fingers clenched. Sterlyn choked, legs jerking as his windpipe was crushed. The soldier dropped him and he crumpled to his knees, gasping for air.

"Don't do that again." Soldier One said pleasantly as Soldier Two took a position behind the wheezing pilot. "Now answer our questions, or we do this the hard way. _Why are you here?_ "

Sterlyn rubbed at his throat, stumbling to his feet and glaring at him.

Soldier One smirked "Hard way it—"

"Good morning, sirs."

Before ever seeing them, Sterlyn decided the owner of that voice was a guardian angel. He and the soldiers turned to see a portly brown-haired man and white-haired teenaged boy approaching. They walked like people with a purpose, completely unflappable even in the face of two soldiers they could no longer trust.

Sterlyn recognized the man as 'Klein', who Weiss had shown him a picture of and quietly asked him to wait a few hours for before heading out. The other was the even-more recognizable current Heir to the Schnee Dust Company. Klein stopped before Sterlyn, seemingly oblivious to the tense situation, while Whitley lingered at his side, expression impassionate.

"Hello, Pilot." Klein greeted Sterlyn like there were not two soldiers with guns standing right there. "I apologize for being tardy. Mister Schnee thought it pertinent we accompany you."

Sterlyn forced his voice to work. "Great. And it's fine. You're right on time." He sounded like he'd attempted to gargle gravel but refused to show how much pain he was in, standing straight as one would expect him to when greeting a superior.

The two soldiers exchanged a glance and Soldier Two stepped away from Sterlyn. "Schnee?"

"That's right." Whitley Schnee said, drawing their attention to him. It was almost worth it to see them blanch. "This man is flying on the orders of Councilman Schnee; my father."

The soldiers did a double-take, noticing the boy's features for the first time.

"You're t-the Schnee Heir." Soldier Two stammered.

Whitley smiled. "That is correct. Why are you harassing one of the Schnee Dust Company's workers?"

Soldier One gathered himself and smiled casually. "We were just having a little fun. We're old buddies."

He slung an arm around Sterlyn's shoulders. The pilot did his best not to flinch. A thought struck him and his stomach dropped. Oh, Gods. The kid wasn't going to leave him with them was he—?

"Oh. I see. The customs of you soldier-types elude me." Whitley's smile grew icy. "I ask that you do not continue your 'fun' or you will be charged for compensation for the injuries obtained while he is on duty."

Soldier Two tensed.

Soldier One was seemingly unalarmed, though he did drop his arm from Sterlyn's shoulders. "Where is he flying?" he demanded.

"Out of the city. It is a business matter." Whitley said vaguely. "As Klein said, we are to accompany this pilot on his flight."

"What kind of 'business'?" the soldier asked suspiciously.

Whitley smiled thinly. "Dust business, of course. Classified. I cannot tell you more. Would you like to take up this issue with my father or General Ironwood?" The white-haired boy's smile widened. "The General is an old family friend. I wouldn't mind speaking with him."

At the sound of the General's name, the soldiers shifted uncomfortably, briefly locking eyes as an uneasy message passed between them.

"No." Soldier One said eventually. "Our apologies. Carry on." They hurried away and he spoke into his communicator. "The aircraft in bay seven has permission to depart through the shield."

Sterlyn felt like a crushing weight had been lifted off his chest. "Thank you." He said shakily.

Klein gently grabbed his arm, guiding him to the airship. "Please, come inside before you collapse. You were very brave, you know."

If it were anyone else, Sterlyn might feel insulted. But Klein gave off such a kindly parental aura that he could only smile weakly. Whitley handed him his helmet and he put it back on, relaxing as his face was covered again.

The Schnee Heir hesitated. "Do you… need anything for the pain?" The question came out awkwardly, and Sterlyn had to wonder if the kid had ever seen an injured person before.

The pilot shook his head, hiding a wince. "I'm fine. Thank you, er— Mister Schnee."

Whitley's nose wrinkled. "Mister Schnee… is my father." He took a breath, straightening his shoulders. "Please, call me Whitley."

Sterlyn nodded carefully. "Alright. Thank you, Whitley."

Whitley dithered in place, looking around uncertainly as he absently rubbed the inside of his elbow. Sterlyn was struck by how _lost_ he looked and his heart went out to the kid. The pilot hobbled over to his chair and sat heavily in it.

"If you need something to do, could you check the scanners while I'm starting the ship?" he requested. _I'm getting soft,_ he thought sourly.

Whitley brightened. "Yes. I shall be in charge of them." He sat in the appropriate chair, studying the glowing screen as if it were the most important thing in the world.

Sterlyn did his best not to stare at him. _Weird kid._

Klein leaned into his peripheral, reaching for a knob on the console. Before Sterlyn could object, he spoke. "Whitley is a little out of his element at the moment. Thank you for giving him something to do to help."

Sterlyn honestly had no idea what the hell was going on. He was used to such happenstances lately so he decided to roll with it. "Sure."

The airship lifted into the air and the bay doors opened, revealing an open rectangle in the bright blue shield over the city of Atlas. As they passed through the small empty space between the buildings and the shield, Sterlyn fully expected it to close, sending them splattering against it like fried bugs in a trap.

But the shield remained open.

No military vessels surrounded them.

No weapons fired at them.

No one shouted for them to stop.

The airship and its three passengers passed through the open shield and it peacefully slid closed behind them.

They were out.

Sterlyn released a breath he did not know he was holding and flew into the cloudy grey sky. He waited until Atlas was out of sight before turning towards the rendezvous point. The other pilots were waiting for him.

 **XXXXXXX**

 **A/N: Having Whitley go with Klein was actually a last-minute addition. It just didn't feel right leaving him behind with Jacques when he is as much a victim as Weiss. That's what I believe, anyway. For those of you wondering why: After Weiss got slapped by Jacques, there is a brief blink-and-you'll-miss-it shot of Whitley outside, having presumably heard everything. And he looks** _ **scared**_ **. So yes, I wanted to get Whitley out of there. Because damn it all he's a** _ **kid**_ **and he deserves better.**

 **F*ck Jack*ss Schnee. He can burn.**

 **Thanks to everyone who read, reviewed, followed, favorited, etc!**


	20. Iron Heart

**Chapter Twenty: Iron Heart**

America could feel people watching him.

They weren't. Not really, unless there were cameras that could somehow see through wood and stone. But as America, Penny, and Winter walked through the dingy tunnels of the mineshafts, it felt like thousands of gazes were upon them, observing their every move. It was his paranoia that made him feel that way, he understood that, but with every step they took to get closer to their goal, the more his stomach tied itself into knots.

The entrance to the mines had been unnervingly unguarded. After diving through shadows and avoiding soldiers patrolling the streets, it was unsettling to see the path leading underground so empty. America thought there would be guards inside to catch anyone who thought the mine would provide good shelter, but that was apparently not the case. Nor did they find any soldiers in their path just yet, their passage clearly marked on his Scroll.

He prayed this wasn't 'Mine Trap 2.0' with Winter as the instigator. He wasn't sure he could handle another betrayal. It was not very heroic but he'd probably start screaming hysterically. And start burning everything in reach. He was _this_ close to that kind of reaction and he knew it. He couldn't forget his freak out in Kuroyuri no matter how much he wanted to.

Vale was not helping matters. In fact, if there were somehow Grimm in the mines America was sure she was intentionally making him attract them all. 'Cynical' 'negative' and 'biting' did not even begin to describe Amber's pessimistic statements as of late, statements which only existed to push America closer and closer to a breakdown.

" _You should be prepared to use the ring."_ Vale currently insisted. _"Actually, you might as well use it now since you're walking into a trap."_

 _It's not a trap._

" _Keep deluding yourself, idiot."_

America wearily acknowledged the building ache behind his eyes. _If I didn't know better, I'd say that was an affectionate nickname. Didn't you ever learn about only saying things if you had something nice to say?_

"… _And you're still acting like a flippant buffoon. Don't you take_ _ **anything**_ _seriously?"_

Although it was cruel, America was beginning to wish Vale had a mute button. His head was killing him. _There's a difference between seriousness and pessimism. Look it up._

" _You're going to get yourself captured. And me with you."_

 _I_ _ **won't**_ _be captured._

" _You_ _ **will**_ _because you're walking into a trap."_

America winced, head pounding as she practically shouted in his ear. _We've been over this,_ he thought tiredly, rubbing his temple.

There was a pause. _"Yes. I suppose we have."_ Vale said stiffly. _"I'm still baffled by your inability to admit_ _ **you're heading to your doom**_ _."_

America's annoyance dwindled. _I get that you're worried. But could you be nicer about it?_

Vale ignored him. _"I just want you to consider all your options and be ready for things to go wrong. Honestly, you should let the robot and soldier free your friends while you stay far out of Atlas's reach."_

America snorted at the thought.

" _I thought so."_ Vale sighed. _"Just shoot yourself in the head and save them the trouble."_ Again she paused, emotions carefully hidden behind a screen. _"That's actually not a bad idea if the ring somehow fails."_

America kneaded his aching forehead. _You know, if I wasn't certain you were a separate being I'd be seeking a therapist right now._

" _What?!"_ Vale snapped.

 _You're a voice in my head telling me to kill myself._ America said flatly.

Rather than growing angry or shocked, Vale became thoughtful. _"You should consider it. It would be kinder than what they have planned for you."_

America couldn't form a reply. His steps faltered and his foot twisted below him. Penny caught his arm before he could trip.

"I'm fine." He said before she could ask.

Penny nodded and released him.

America kept walking, directing his attention inward. _Vale? Are you_ _ **serious**_ _right now? I know I can't actually die but how could you say that?_

 _Vale?_

 _Vale?_

… _Amber?_

Silence greeted him.

An icy chill went down America's spine and he rubbed his arms, repressing a shiver. _Vale, you're worrying me._

Nothing.

 _I mean, where did_ _ **that**_ _come from? There's pessimistic and then there's… that. It isn't like you._

" _You don't know me."_ Vale said flatly.

 _Yes, I do. You're a good person,_ America insisted.

There was another pause.

Her rage struck him like a blow to the chest, taking his breath away, and pain radiated through his chest. It took all his willpower not to curl up in response to it, struggling to keep his companions from noticing his distress.

" _So naïve."_ Vale sneered. _"No wonder they hate you."_

America bit his lip, focusing on the twinge of pain in an attempt to hide his shock. _E-Excuse me?_

" _You heard me._ _Your 'friends' wouldn't come for you if your positions were reversed. They_ _ **despise**_ _you."_

America floundered like a drowning man, his bewilderment dulling the slight sting from her words. _What is_ _ **wrong**_ _with you today?_

" _Nothing's wrong."_ Vale snarled. _"I'm sick of it! I'm sick of your damn_ _ **idiocy**_ _! You're going to get us—"_ She paused, then scoffed. _"If you're captured you_ _ **deserve**_ _it."_

America wasn't sure what to feel or think. He settled for ignoring her. If Vale was just going to chuck insults at him, he wasn't going to waste time humoring her.

"I know it's a little late, but what are the chances our plan works?" he asked Penny and Winter.

"Nine percent chance of total success. Thirty-eight percent chance of successfully retrieving Francis-France, Lovino-Romano, and Jett-Australia." Penny said on cue. "Range of sixty-two to ninety-one percent chance of failure."

America winced. "…Thanks Penny. You sure know how to comfort people."

" _Even_ _ **the robot**_ _knows you're on a suicide mission."_ Vale sneered.

Hammers pounded against America's skull and a weight settled in his chest. _Shut up, Vale._

"Alfred. Your nose." Winter said.

America irritably wiped away the speckles of blood but otherwise did not acknowledge it. "So our chances are not so great. We knew that already. We still have to try."

"Agreed." Winter said. Her lips dipped into a frown. "If we do pull this off, it'll be a miracle."

America's stomach twisted. "You don't have to—"

"I've made my choice." Winter interrupted. "And these people have suffered enough."

He let the subject go. "Right. If we get them out we'll direct them to the abandoned Schnee warehouse until we can get them out of the city."

"They might not be content to wait to escape." Penny warned. "Statistics and trends throughout history indicate they may seek to attack the government that betrayed them. We could start a riot or rebellion."

"Is that a bad thing?" America asked. He paused, glancing sidelong at Winter's neutral face. "Er…"

"Don't give me that look." Winter sniffed. "I'm not about to turn you in now." Her frown deepened. "And…whatever happens, I cannot stand by and allow Atlas to become worse than our enemies."

America brushed a loose strand of hair away from his face. "Yeah."

They came to a turn in the rocky passage. America glanced at the map and realized it was _the_ turn. It was the last one before they would likely find the first guards. America checked the area for cameras and was pleased to find a network of them showing the surrounding area. To his disappointment, he could only see the guards outside of the passages that held the 'Institute', leaving the inside unknown.

Two of said guards were standing in a seemingly-unimportant tunnel, leaning against the walls and looking completely bored. They were definitely in the right place then, unless the military was so pressed for things to do they decided guarding an empty hall was worth the effort. Winter and Penny looked over his shoulders, with the white-haired soldier frowning lightly.

"There's no footage? Without it, we cannot discern our targets' exact locations." She murmured.

"I'm afraid that's the case." America sighed. He took a breath. "Plan B it is, then."

"I do not approve of Plan B. It is riskier than Plan A by forty percent." Penny stated.

America hid a wince with a resigned grin. "I don't like it either. But it's our best chance to get in without raising a fuss too early. We need to try to make sure the nations are still here and we can't let the soldiers know something is up until we're on our way out. If they learn about us before we find France and the others, they could take them and run."

Green eyes blinked. "Plan B requires us to be separated." Penny stressed.

"I know." America said gently. "But this is our best chance. It'll work out."

" _Yeah, right."_

 _Hush, you._

Penny's expression twisted and she reached out, gripping America's hand. "I do not like Plan B."

Ironically, her unease helped quell America's own. "It'll be okay." He told her firmly. "Just remember our priorities."

"Your safety is my priority." Penny reminded him stiffly. "Plan B contradicts that."

Before America could reply, Winter interrupted. "We do not have time to stand here and argue. Are you ready?"

Penny's lips dipped but she kept her silence. America handed her the bag with the extra Dust and weapons before turning to Winter.

"Let's do this."

Winter nodded and backed up down the hall. Then she darted by, feet pounding upon the stone floor as she ignored the path ahead and rounded the corner. America looked back at the security feed and his breath caught as the guards raised their weapons.

" _Halt—_ " The shout came to an abrupt stop.

Almost immediately, their guns lowered as they recognized Winter. The Specialist slowed down, hair slightly windswept like she'd been running, and her feigned 'confusion' disappeared behind a professional mask.

"Specialist Schnee?" the guard on the left asked. "What are you doing here, ma'am?"

"I could ask you the same question." Winter said, striding towards them confidently as her eyes swept over the passage they guarded.

"Classified." The guard said instantly.

Like a perfect soldier, Winter inclined her head. "I understand. My mission is not classified. I have been keeping an eye on the slums and chased a suspicious figure from them into the mines."

The two guards exchanged a glance.

"Can you elaborate?" the guard on the right requested.

"Male, possibly a teenager, blond hair, wearing a black jacket and jeans." Winter reported rapidly. "I didn't see his face but he ran as soon as he saw me." She scowled. "I lost sight of him in the mines."

"It was probably a mangy Faunus." One guard sniffed.

Winter eyed him coolly and his spine stiffened. "I would rather not let him go and take that chance. The… riffraff need to be watched and persecuted should the need arise."

America was the only one to recognize the loathing in her tone for what it was. He exchanged a final glance with Penny, who stared back at him intently, silently shaking her head. He smiled briefly and shoved his Scroll into his pocket, motioning for her to step back. With an unhappy frown, Penny did so.

America took a breath and carefully rounded the corner. Three eyes landed on him and he did not need to pretend to freeze like someone who had just stumbled to the last place they wanted to be. He only managed to back up a step before Winter's glyph locked his legs in place. Two guns and a rapier were pointed at America and he raised his hands His heart leaped into his throat and again, he did not need to feign his panic. But it was fine. He focused on breathing and remembering this was the plan.

It was all part of the plan.

It was _fine_.

" _She's going to betray you."_ Vale predicted flatly. _"Just you wait…"_

"Don't move!" one guard thundered.

America couldn't find his voice so he nodded shakily.

"I guess we found your little intruder." One of the guards said, smirking.

He strode confidently towards America. His partner followed and leveled his gun at the nation's temple, pressing the cold metal to his skull. America didn't resist as his hands were cuffed behind his back, keeping the stunned silence of someone who could not believe what was happening. Cobalt Striker was yanked from his back, leaving him weaponless, but it was Winter who took it.

It was part of the plan. Part of the plan. _Part of the plan._

" _They're going to knock you out."_ Vale whispered ominously. _"And when you wake up, you'll be chained in a cell, waiting for someone to come and torture you until you break into tiny little pieces."_

"What are you doing down here?" the first guard demanded. His gun remained leveled at America's temple. When America failed to respond, his partner gave the nation a shake.

" _Answer_ the question." he snarled.

America briefly locked eyes with Winter, spotting the anger there. She gave no objections about the guard's manhandling of his prisoner. But it was all part of the plan so _it was okay_.

"I'm sorry. I-I got lost. I heard someone following me and I-I ran. I swear I didn't— I j-just got lost! I didn't do anything wrong." America stammered, voice low and tremulous. He couldn't say whether he was feigning his fear or not. Then again, it might not be fear that made his voice shake but plain old stress. But it was all part of the plan, and thus fine. It _was_.

"You're trespassing." One guard said coldly. "We're taking you in."

They didn't read him his rights or ask him any questions. But it was part of the plan so it was okay and fine and he'd be fine—

"I will take him to headquarters." Winter said with a nod.

The soldiers' grip on America's arms tightened.

"No, ma'am. We have… a closer facility to hold him." One said.

Winter nodded. "The Transformation Institute. Of course. I suppose it would be a waste of time and resources to put him through the system officially."

" _And after you're captured, no one will come to rescue you."_ Vale hissed. _"You're more trouble than you're worth."_

 _Shut_ _ **up**_ _, Vale,_ America snapped.

"You are aware of the Institute?" one guard demanded. Winter shot him a look that informed him just how stupid that question was. The man's skin flushed. "Apologies, ma'am."

"I shall accompany you." Winter stated, daring them to object. "I'd like to ask this one some questions."

With that, America was marched down the passageway, the guard holding his arm on his left, the guard holding a gun to his temple on his right, and Winter at his back. The guards eyed him, ready to act if he made any sudden moves. America abruptly remembered an unspoken part of 'Plan B'.

 _I need to make them underestimate me._

America discarded his ego and thought of every movie he had ever seen, recalling the pleas of innocent, terrified prisoners as he pulled out the best of his acting skills. His breathing came in quick gasps and he hunched over slightly but other than the occasional, extremely weak pull he did not try to break free. In that moment, he wasn't the personification of the home of the brave; he was a scared, innocent teen who happened to be in the wrong place at the wrong time. He fell into his role with gusto— and maybe a bit too easily, but there was no time to ponder over that.

"Please, let me go." America begged his captors. "I'm not a criminal! I'm innocent."

The soldiers ignored him. He kind of wished he could see Winter's face to try to spot what she thought of his act but a part of him was glad he couldn't. America thought of past tragedies, of England's distance during his amnesia, of Vale's insults and prophecies, and tears came to his eyes on command, trickling down his face.

"Please, I didn't do anything wrong." He pleaded, voice broken by feigned sobs.

His friends would probably be stunned by the display if they saw it, but they should know better than to undervalue his acting skills. After all, he was the home of Hollywood and pretending to be scared out of his mind was easy. But even as tears ran down America's cheeks and his shoulders were wracked by sobs he remembered he _wasn't_ in danger. He wasn't about to be locked up again. It was all part of the plan so it was perfectly _fine_.

"I-I don't have much money but I'll give it to you if you want." He bargained with the hopeless desperation of someone who knew their pleas would fall on deaf ears. "I-I'll give you anything! Just please, _don't do this_. Don't take me to the Institute! I'm sorry!"

The soldiers were completely unmoved by his 'terror'. America thought of Neo, Roman, and Mercury's betrayal and broke down, and perhaps the sobs were a bit more real than he intended. But even as his vision blurred he reminded himself it wasn't real. He wasn't being dragged to a cell. It was part of the plan. Just part of the plan.

And suddenly, they weren't in an empty hallway anymore. America's voice died in his throat.

He knew horror.

He knew what the worst of humanity could look like.

He knew what cruel things they were capable of.

He'd seen it firsthand, over and over again.

That did not prepare him for the Transformation Institute.

If he did not know better, he would say he was in a prison above ground. Iron doors lined the hallways, fitted beside each other among grey, brick-like stones. The locks consisted of average keyholes instead of keypads, to his frustration. Naturally Atlas decided _not_ to flaunt their advanced technology in a way that would allow America to free the hundreds of prisoners with a touch.

Thin faces peered out at him, pale skin surrounding dull, hopeless eyes. Some of the prisoners recoiled as the soldiers passed, shrinking in on themselves as they hoped to melt into the background and remain unseen. One of the guards casually banged his gun against one of the doors and the prisoner inside gave a startled whimper, their legs scuffing against the floor in their haste to back away.

The guard grinned and raised his gun but paused, glancing sidelong at Winter. He returned to his place near America, holding his gun to the 'teenager's' head, and the nation slowly realized that he would have shot the random prisoner if Winter was not there.

America no longer needed to think of sad things in order to cry. He lowered his head so the guards would not see the rage that accompanied his tears. How could anyone do this to their own people? Couldn't Atlas feel their terror and pain? Or did she and her government not consider them people of Atlas, deeming them outcasts and non-citizens? It was heartbreaking. It was _vile_. And America knew he couldn't leave a single soul here.

But how could he save them?

Unaware of America's thoughts, the guards only saw his tears. The one holding America scoffed while the one holding the gun smirked at him.

"Welcome to the Institute." He said. "Let me give you a little rundown of what happens here. If you're lucky, you'll get thrown in a cell and forgotten. If you aren't... Well…" The guard's smirk widened. "Some prisoners get their brains picked, others get a pretty slideshow to watch or some recordings to listen to, and others get some personal one on one time with us soldiers. I wonder where you'll end up."

America kept his head down in order to stop himself from glaring at the guard. The anger pulsed under his skin, begging him to release it in a flurry of lightning and flames, but he kept it in check. His eyes roamed left and right, and he realized that he needed to draw the prisoners' attention to him. If France, Australia, or Romano were in any of these cells, he didn't want to miss them.

He 'desperately' jerked free of the soldier's grasp, but Winter's glyph locked him in place, allowing them to tackle him to the ground. America did his best to estimate a normal human's strength and struggled just enough to make it seem like he was trying to throw them off.

He saw the kick coming and lowered his Aura, grunting as the guard's foot connected with his head. Blood trickled down his temple and he fought against the instincts that begged him to raise his Aura and defend himself. Let the guards think he didn't have unlocked Aura. By extension, they would be blindsided by his Semblance. A few bumps and bruises would not keep him down. The guard kicked him in the chest before yanking him off the ground and America winced, regretting his decision as his ribs ached.

" _Idiot."_ Vale hissed.

America ignored her, thrashing in the guards' holds. "No! Let me go home." he begged, voice choked. "Please, just let me go _home_ …"

A gun to the temple 'frightened' him into stillness and the guards dragged him deeper into the Institute, past more pale, gaunt, desperate faces. Every time America caught someone's eye they would look away, unable to help him. He _had_ to help them. He wouldn't be a hero if he didn't. Sadly, France, Australia, and Romano were not among those he spotted. His pleas and cries brought no familiar responses, and America struggled not to despair.

He realized they may have to move on to Step Two of Plan B. That step included America being potentially locked up in a cell while Winter searched the Institute for his friends. America's stomach dropped and he gulped queasily.

" _Watch her leave you to rot."_ Vale whispered.

Perhaps it was stress, but America's fraying patience snapped. _Enough, Vale. If you're going to be a pessimistic asshole then_ _ **SHUT. UP.**_

"You three, halt! What are you doing?"

America felt the blood drain from his face. He _couldn't_ be that unlucky. In all of the countless passages and miles of space the Transformation Institute took up, he couldn't possible run into _him_ so soon.

The guards and Winter turned and saluted, with one keeping a hand on America's upper arm. Heart in his throat, America kept his head down, futilely wishing he could turn invisible. His Semblance did not change to grant his wish and he focused his gaze on the booted feet that approached.

He noted the two robotic pairs that accompanied Ironwood and breathed a little easier. He could hack them if the need arose. That did not change the fact that _Ironwood_ was right there. Running into the General was _not_ part of the plan.

"Sir." One guard said. "We're transferring this new prisoner. We found him skulking nearby."

A gloved hand grabbed America's chin and forced him to look up. Ironwood studied the nation neutrally and America glared back, noting the scars over the General's left eye. A part of America wanted to laugh but sadly he apparently was _not_ as over what had happened as he previously thought. Any feigned terror became very real and America trembled in the General's grasp even as he continued to glower.

Ironwood's eyes darkened and he released America's chin. "This one is… special. Take him to my office."

 _Shit._

America dropped his head again, letting his hair fall into his face and glancing sidelong at Winter. Her posture was noticeably stiff as she peered back at him, a question in her eyes. Fight or wait? America's mind raced through the possibilities, settling on one that was logically sound but he did not exactly like.

 _The office will be isolated and Ironwood won't want the guards to know who I am. We can knock him out and have time to look around. Plus, if any place has files on the exact whereabouts of France and the others, it would be Ironwood's office._

America let the soldiers pull him towards their destination without a struggle, signaling to Winter not to fight yet. Ironwood walked ahead of them and America forced himself to keep his head down in order not to glare daggers at his back. He was a scared prisoner, _not_ an angry and capable fighter who would happily stab Ironwood between the shoulder blades. Thinking of his last encounter with the General helped quell his bubbling anger, but only made his very-real terror grow.

The kick-happy guard noticed. He laughed softly and leaned close to America's ear. "Isn't this your lucky day. You've already caught the _General's_ attention. I wonder what he has planned for you."

America had a few ideas and could not repress a shudder. He was marched even deeper into the Institute, keeping track of every twist and turn as best he could. He did not want to rely on the maps on his Scroll in case the enemy added pathways when they converted the mine into the Institute. As they passed by silent, screaming, and sobbing prisoners, America focused on putting one foot in front of the other, reminding himself over and over that he was not helpless.

" _Yet."_ Vale predicted.

They reached an iron door with a keypad and scanner. Ironwood typed in a number and took off his left glove, placing it on the scanner. The lock clicked open and the General walked through, followed by America and his guards, the Atlesian Knights, and finally Winter.

The office was dully mundane, with only a desk, chair, holoscreen, and extra table covered with loose papers. Atlas's symbol was displayed prominently on the far wall. Seeing it almost made America sneered but he restrained himself.

"AK-32. AK-51. Hold the prisoner." Ironwood ordered.

The Atlesian Knights stepped forward, taking the human guards' places.

 _I can hack them,_ America reminded himself as cold metal hands clenched around his bound arms.

"You two, return to your posts." Ironwood ordered the soldiers. "Specialist Schnee, stand guard."

The guards saluted. "Yes, sir."

They walked out.

Winter did not move. "What are you going to do with him?"

America prayed he was the only one to notice the lack of 'General' or 'sir'. Thankfully, he apparently was, for Ironwood did not so much as look Winter's way.

"That is not your concern." Ironwood said, eyes never straying from America.

America glared back, refusing to show his alarm.

 _Don't press it_ , he silently begged Winter.

To his relief, she nodded. "Yes, sir."

She exited the door and it swung closed behind her—

And America remembered the lock that would prevent his only ally from coming back in. He saw his moment of horrified realization reflected on Winter's face just before the door clicked shut, leaving America alone with Ironwood and the two Atlesian Knights.

The nation and the General locked eyes, and again America noted the thin lines marring Ironwood's face. He shoved away his unease and planted on a smirk.

"Hey, Ironwood." America said casually. "Nice scar."

Ironwood stared at him coldly. "AK-51. Inject."

 _Oh, fu—_

Something pricked America's arm. Ice shot through his veins and his muscles went lax. His knees buckled and he hung limply in the robots' hands, head lolling onto his chest. For a moment, America was too stunned to feel anything at all. The panic took hold by then he could only freak out internally, unable to move in any way.

" _I told you so."_ Vale said, no inflection to her voice.

Ironwood quickly brushed everything off the spare table, sending the papers carelessly to the floor. "Lay him down here and take positions by the door." he ordered the Atlesian Knights.

The robots did as he commanded, setting America on his back before retreating and standing on each side of the doorway. Ironwood immediately approached America, halting beside him. The nation blinked lethargically, his every limb feeling too heavy for his body. He idly noted the General refused to look directly at him, instead staring past him at the wall.

Ironwood rolled him onto his stomach and unlocked the handcuffs, laying him on his back again and placing his arms at his sides. America's leaden eyelids slipped closed and immediately snapped open as hands brushed along his body. His thoughts jumped back to his nightmare but he could not even shiver, completely helpless and vulnerable.

" _And whose fault is that?"_ Vale sneered.

Ironwood patted America down, removing his Scroll from his pocket and unzipping his jacket to take his wallet. He set the items on the desk before returning and— after a brief pause— completely removing America's coat. The nation's breath froze in his chest as the General took off his t-shirt, sneakers, socks, and his jeans as well. He could not even tremble when Ironwood pulled his underwear aside, fingers running along his waistband before his hands skimmed down over America's hips.

Ironwood's stoic expression did not change. "I know about your Semblance, Alfred. I can't afford to let you hide any tech."

In hindsight, having a small data chip or something hidden under his clothes might have been a good idea. It would not have mattered as Ironwood thoroughly searched America, even checking his mouth to make sure there was nothing hidden under his tongue. Upon finding nothing, Ironwood grabbed America's jeans, but stopped, setting them back down on the chair.

"I suppose you won't tell me if you have anything sewn into the seams?" he asked coolly.

 _Paranoid much?_ America tried to joke to himself.

 _There **isn't**_ _ **!**_ The part of him that was most definitely panicking wailed.

Ironwood returned and stiffened, gaze zeroing in on America's finger. The nation was helpless to stop him as he grabbed his hand, carefully removing the cyanide ring and setting it with his other items. Vale cursed up a storm in the back of his mind, calling him an idiot among other insults but honestly America had other priorities.

Ironwood opened a desk drawer and pulled out a syringe. He carefully tilted America's head, exposing his neck, and the nation couldn't even flinch as more ice ripped through his veins. Ironwood set the syringe aside, placing another within reach. Finally, he pulled up the spare chair and sat next to America, staring past him at the blank wall.

"I apologize for this… inconvenience." he said. "But I knew you would attack at the first opportunity."

America stared at him dully, unable to muster the energy to glare. Cold air tickled his exposed skin, raising gooseflesh all over it, but he could not shiver. He could not speak. He could do nothing but look at the General, trapped inside his own body and unable to interact with the outside world.

"Now that we're settled, I have a few questions for you." Ironwood continued pleasantly as if America was giving an after-mission report. "Blink once for yes, twice for no. Is the rogue P.E.N.N.Y. unit with you?"

America stubbornly kept his eyes open until they watered. When they closed, he _kept_ them closed. He knew his silent rebelliousness would only bring him trouble, but he was not about to start singing like a canary just because _oh God he was already in so much trouble_. Penny and Winter might be his only way out now. America opened his eyes and glanced to the door, heart sinking. If Winter could somehow get back in, that is.

Ironwood followed his gaze. "This room is soundproof. No one will hear us. Now answer my question, or I'll have my men bring Australia out here and _remove his head_."

Something in America seized but he couldn't flinch. Or maybe he could. A forefinger twitched. America did not have time to celebrate his victory before Ironwood grabbed the next syringe and injected him. Icy daggers stabbed America's insides and tears of pain trickled unhindered down his temples. Ironwood grimaced in distaste.

"You are burning through the drug too quickly. You must have built up a resistance to it. I suppose there is a more efficient solution." Ironwood murmured, almost to himself. He looked to the door. "AK-32. AK- 51. Deactivation code: Knightfall."

The Atlesian Knights turned off, heads lowering to their chests and limbs going slack. Ironwood took his revolver from its holster and pressed it to America's temple. Even as his mind recoiled from what was about to happen, the nation refused to shut his eyes, staring dully at Ironwood. In some ways, the gun was preferable to another dose of the paralyzing drug. The gun was terrifying, but it did not remind him of months in captivity that only brought sorrow and abuse and pain—

" _I told you so."_ Vale repeated. _"I told you it would end like this. What a hero you are, idiot!"_

 _Shut up_ , America thought, voice cracking _._

Panic became hysteria and his chest jerked and heaved, failing to draw in enough air as his shoulders shook with sob-like breaths. Rather than shoot him in the head to silence him, Ironwood grabbed yet another syringe. When its contents entered his bloodstream, America could only whimper pathetically, the sound barely audible even to himself.

Apparently Ironwood heard it for he paused. A fuzzy haze cloaked America's mind, fear becoming a dull ache at the edge of his consciousness. Again, something pricked his skin, dragging him further down, and as he floated he lost all sense of plans and pride, leaving only desperation.

" _Let me go home…"_ he might have thought or said. He wasn't sure anymore. _"Please… let me go home… I just want to go h-home…"_

His skin was cold. The table was cold. The gun was cold. The drug was cold. A part of him lamented at how quickly he crumbled when he should be fighting to make sure he didn't fall unconscious, but he was too caught up in the vortex of panic and pain to comprehend anything else. He just wanted _warmth_ , not cold, not numbness.

Distantly, he felt another prick. If he were more coherent, he might fear overdosing, but instead he slipped deeper into the chilly haze, even his terror abandoning him. He wanted to fight, but couldn't remember why he needed to.

He was not sure where he was.

He was not sure who he was with.

All he knew was he wanted the numbness to _stop_.

Another prick. It was small, but it felt like a knife had been jabbed into his neck. He couldn't scream, or fight or cry. He wasn't sure if he wanted to.

Another prick.

Another.

Another.

Another.

There was no warmth left. Only bitter cold.

It hurt.

It hurt too much.

Maybe if he just slipped away…

" _Don't you fall asleep on me!"_ something inside him shouted. _"Burn it! Burn it out, Alfred. Come on!"_ The voice hitched, holding back a sob. _"I can't go back to the darkness. I can't. I... **I don't want to die!** __**PLEASE!**_ _"_

There was warmth. It was small and he could barely register it, but it was there. He clung to it desperately and it tore through his chest, burning his insides, but fire was better than numbness and cold. He grasped the flames fearlessly, ignoring how his chest burned with it, and frantically spread the warmth through his limbs.

Someone might have gasped. America was not sure. All he knew was when he burned, the fire chased the ice away. His eyes snapped open— when had they closed?— and he lurched off the table. He was still weak— too weak. He was _always_ weak because he was _nothing_.— and he fell to the floor instead of triumphantly rising to his feet.

Ironwood tackled him and he failed to shove the General off, as feeble as a newborn kitten. One hand grasped his throat while the other pressed the gun to his temple, but Ironwood still did not fire. Their eyes locked and America saw the General's were blue. Not sky blue like both of his used to be but a darker, more solemn shade. A laugh bubbled from America's lips and something warm and sticky trickled from his mouth with it.

"What are you waiting for?" he choked, coughing. "Do it already."

Ironwood's teeth clenched. Metal creaked as his hand closed tighter around the grip of the gun. Yet he _still_ did not shoot. Perhaps it was the remnants of the drug, but to America his hesitation was almost hilarious. Or maybe he was so scared out of his mind that he moved past fear and into hysteria.

"What's the matter?" America rasped. "Does it upset you when your victims talk back? Is that why you tried to drug me into oblivion before you shot me? Does it make you skittish when they look at you?"

"Quiet." Ironwood snapped.

America spotted the quivering tendon in his jaw, the tension in the finger on the trigger and yet Ironwood still did not blow the nation's brains out. In fact, he seemed to be forcing himself to look at America, like someone who could not bear to acknowledge what they saw…

"You can't do it." America realized. "You can't face what you did." His voice lowered to a hoarse whisper. "Aren't you happy to see me like this after what you did to me?" Another laugh escaped him and he definitely felt something splatter onto his chin. " _Why? Why did you do this?_ "

Ironwood said nothing.

Anger flared in America's chest, but no fire accompanied it. "Tell me _why._ " he demanded. "Why _me_?"

Ironwood's hand locked around his throat, constricting around his airway, but America did not try to throw him off. He did not fight back, instead glaring at the General, because it was no longer about fighting or escaping. He just wanted to _know_ …

Except he already did.

"Hahaha... I get it." He choked. "This was all… just a show of power for Atlas. To show… she's better and stronger… than everyone else." Nothing about the situation was funny, but America found himself chuckling anyway. "That's why she chose _me_ , isn't it? Out of everyone, she chose me. I'm a _superpower_. She wants me crumbled and broken at her feet to show she's better. That's _all_ she wants. To be the strongest nation, the so-called "best" nation, to soothe her ego using evil plans to 'save' the world…" He smiled, and suspected there was red on his teeth. "And you're helping her. You're her willing, mindless _enforcer_ who shoots anyone she says is the enemy."

Ironwood's face revealed nothing, but his eyes betrayed his turmoil. America made sure to stare into them, to force the General to see his green eye and the evidence of everything terrible he had done. Ironwood adjusted his grip on his revolver and turned his head away. Fury burned red-hot in America's chest and he bared his teeth.

" _Look_ at me." America hissed furiously. " _Look at me_ when you shoot me, _you coward!_ "

The General flinched, eyes locking with America's.

"I can't." he said. "I can't do it. I _can't_ see you as the enemy."

Abruptly, the General got off of America, sitting beside him with his revolver pointed uselessly at the floor. America slowly sat up, wiping at his chin, and grimaced briefly at the red on his fingers before turning his attention to Ironwood. He recoiled at what he saw. There was no more coldness, ruthlessness, or pride on Ironwood's face. Instead his face was that of a man who knew he had lost everything.

"It wasn't meant to be this way…" Ironwood said, gazing past America and seeing nothing at all. "We were supposed to save Remnant. A few sacrifices might be made for the sake of the world but… not _this_ …"

He looked at the office that sat in the heart of a prison that brainwashed the people of Atlas, gaze locking onto the image of the Kingdom itself proudly placed on the wall, and covered his face. America could have attacked him right then. He could have knocked Ironwood out or killed him as he sat in stunned silence. Instead America hugged his knees and studied the man that had taken part in so much of his torment, not saying a word.

"You're right." Ironwood said. "I… I am not my Kingdom's protector. I am her enforcer. I followed her orders even though I knew they were wrong. I knew… but I refused to stop it." Dark blue eyes locked with mismatched sky blue and green. "Atlas ordered me to shoot you on sight."

America tensed. "Why didn't you?"

Ironwood smiled bitterly. "Because you were aware. You looked at me. You were… _afraid_." _You were a victim, a person, an innocent, a_ _ **human**_ _,_ went unsaid. "And I could not paint you as an enemy or a necessary sacrifice." He put a hand to his head. "Back in the mines, I lied about hiding you from Atlas, but I genuinely wanted to bring you in without harming you. Even though I knew what awaited you, I wanted you to go with me peacefully…" He chuckled bitterly. "What a paradoxical sentiment. When you refused I could almost make myself believe Atlas was right; that you were nothing more than a life to be taken for our cause. And yet here I am again, unable to follow through with my orders. After all this time, the doctor was right. They _all_ were."

America hid a wince, taking a calming breath. "You can still stop this. You can make amends."

Ironwood stared at him, eyes wide. His surprise made him look shockingly young.

" _Are you_ _ **serious**_ _?"_ Vale demanded. "After everything he did—"

America ignored her. "Don't get me wrong: I'm not forgiving you. You… you hurt my brother and I. And tried to manipulate me. And intended to capture me. And beat me up—" As Ironwood's face grew graver, he cut himself off. "But you _can_ take steps to atone. Help me stop Atlas."

Ironwood slowly shook his head. "I… have gone too far—"

"No you haven't." America insisted. "This time, you stopped. You could have shot me and brought me to Atlas right now but you didn't. You _stopped_. You can still be a hero and save your people."

Ironwood's expression twisted, caught somewhere between sorrow, disgust, and regret. Then he nodded. "The keys and access keycard are in the desk. France is in Room 601. Australia and Romano are on Level 6 in Cell Block C. The code to pass into the… more restricted section is 'Prometheus'."

America smiled. "Thank you."

He forced himself to his feet, swaying slightly. Ironwood caught America before he could fall and he flinched, shrinking away from the General and tucking his chin to cover his throat. Ironwood immediately released him.

"I'm sorry." Ironwood said, and America knew it was for more than startling him. The General's gaze fell to the floor, not quite ashamed. "I'm… so sorry."

America could not say the words Ironwood wanted to hear. He could not forgive the General. He struggled not to let the shame choke him— What kind of hero didn't forgive those that wronged them?— and absently pressed a hand to his aching chest.

"Will you get us to my friends and free everyone?" America requested. "If you help we can—"

Ironwood was already shaking his head. "I cannot. I am a known leader in the Institute. If I accompany you, the prisoners will not trust you and may harm you, believing you are a spy." His blue gaze hardened. "That is why you are going to fight me, escape, and free the people I have wrongfully imprisoned."

America blanched. "W-What?"

Ironwood was perfectly calm. " _You_ are going to be the hero who saves these people, Alfred. The cameras here only have visuals, and I'm sure you can tweak it to cut out anything that will contradict the story."

"Story?" America echoed. "I don't understand."

Ironwood smiled sadly. "The public does not know of Ciel Soleil's true nature. Thus, _I_ am the face of everything terrible Atlas has done. I will go down in history as the villainous tyrant that brought Atlas to her knees. But if there are still people to _tell_ that history, I will bear that burden."

America slowly registered what the General was planning. He was setting himself up as the one to blame for the Institute and other atrocities of Atlas, leaving the public with a single target to hate and hopefully uniting them against him instead of driving them further apart. America thought of what tended to happen to other tyrannical dictators in the past and shivered.

"You can't—"

"I have already made my choice." Ironwood said. cutting off America's protest. His eyes narrowed. "And you can accept it, or I _will_ shoot you."

America still hesitated. "Ironwood, you're _not_ the bad guy."

Some of the stiff lines in the General's face eased. "Perhaps, but I was a willing participant in Atlas's crimes." He calmly raised his gun, pointing it at America. "Let the others fill in the blanks. I am already a villain in their eyes."

America wanted to protest. He wanted to stop this. But he was not sure how. Ironwood believed he was already past the point of redemption, and America was not the person who could convince him otherwise. An idea popped into his mind, but Ironwood spoke before he could voice it.

"I have one request."

America nodded hesitantly.

Ironwood's stoic visage did not change. "No matter what happens, don't tell Specialist Winter the truth. She will attempt to help me and that will make her the public's enemy. I refuse to bring her down with me."

America swallowed hard and raised his hands. "Okay."

Ironwood fired.

America's Aura took the bullet and he responded with a burst of wind, sending Ironwood skidding back. America dashed at him and the General planted his feet, swinging his revolver. It clipped America in the jaw and he fell into the chair, splintering it into pieces of metal. He kicked Ironwood in the shin, sweeping his legs out from under him, and blasted him with fire at close range.

Ironwood barely flinched, grasping America's wrist and throwing him into the table. The edge of the metal bit into America's gut and he grunted, biting his tongue. Rather than shoot him, Ironwood grabbed his hair. America elbowed him in the face, turned, and grabbed his revolver. In a fluid motion he twisted the General's wrist, kicking the gun away as it fell.

Ironwood's head smashed into his nose and America's vision went white. He lashed out blindly, fire in his palms, and caught the General in the shoulder. Ironwood grabbed his arm, wrenching it aside, and kneed him in the stomach, expelling the air from his lungs. The General twisted him and put him in a chokehold, shoving him down.

America's face reacquainted itself with the table and his hands were wrenched behind his back. The General held him down with his body, keeping America pinned under his left side and his metal arm free and away from the technopathic nation.

The thought that it might all be a sadistic trick skittered at the edge of America's thoughts but he ignored it, awkwardly wrapping his legs around Ironwood's waist. He felt metal on the man's right side and— sending a silent apology— activated his Semblance, careful not to deactivate the wirework in the General's torso.

Ironwood's prosthetic arm went slack and pain flitted across his features. America instantly rolled, yanking Ironwood sideways and shoving him off. He struck Ironwood in the chest with lightning-filled palms, and Aura flared over the General's frame, disappearing with a flicker.

While Ironwood staggered, America grabbed a broken chair-leg and brought it down on the General's head. Ironwood crumpled to the floor, unconscious. America sank with him, breathing heavily, and wiped a bead of blood away from his nose.

" _That was pathetic."_ Vale sneered.

America leaned his head against the floor, breathing shakily. _Could you stop going from supportive to cynical in a blink? It's giving me whiplash._

Once his head stopped spinning, America got to his feet and hobbled over to his clothes, putting them on. His hands trembled too much to do the button on his jeans and he leaned against the desk, head bowed.

" _You're lucky Ironwood had a heart after all."_ Vale told him. _"If he didn't you'd be comatose in a cell, idiot."_

Pain radiated through America' chest and he curled up, pressing his lips together to hold in an agonized cry. _**Stop it**_ _, Vale,_ America choked. _I_ _ **know**_ _I'm an idiot, okay? I know I freaking walked into that. I'm just the weak, pathetic idiot that always walks into traps and gets captured. I know I only got out because Ironwood decided to be a good guy for once. I_ _ **know**_ _._

There was a pause.

" _Please don't start crying."_ Vale said flatly. _"It's annoying."_

"Shut up." America whispered shakily.

He noted his position in the room and dragged a hand over his face, scowling at the red on his fingers. With a shake of his head, he stumbled to the desk, loading the holoscreen and checking the security footage. He watched the entire confrontation, cringing at the blood that splattered down his chin— likely from the constant injections of drugs— and the violent fight. He carefully spliced the short time between when Ironwood stopped threatening him and the brawl, adding in some static to cover up the changes.

Seeing the new footage… Ironwood did not look hesitant, resigned, or self-sacrificing.

In fact, he looked downright monstrous as he brutally drugged, stripped, and beat a half-naked prisoner that desperately tried to fight him off.

 _But that is what he wants…_

America glanced at the holoscreen and returned to his previous position, using his Scroll to delete the footage of him altering the video. That done, he carefully unlocked and opened the iron door. Winter charged through, rapiers out and icy eyes blazing. She relaxed upon spotting America, but her weapons only lowered when she saw Ironwood's prone form.

"Are you alright?" Winter asked.

"Never better." America rasped.

Winter began to nod but paused, staring at his chest before jerking her gaze upward. Following her uncomfortable gaze, America noticed his shirt was inside out. He hurriedly fixed it, zipping his jacket up to his neck.

"What happened?" Winter asked.

"Ironwood attacked me." America said shortly. "I defended myself."

Winter stared at her superior officer, expression unreadable, and looked back to America, scrutinizing him carefully. "You look… disheveled."

America glanced down and noticed the bruises littering his skin. He laughed. It came out brittle and forced. "I had a rough day."

Winter's eyes softened. "Al—"

"I don't want to talk about it." He interrupted.

America did not know what to say. He still could not forgive Ironwood for his part in everything. He could not forgive him for kidnapping himself and Canada, for forcing nations of Remnant into them and expecting them to save Atlas's world because of it, for brainwashing his own people when he knew it was wrong. And yet America could not blindly hate the guy. Not when he had the perfect chance to deliver Vale to Atlas… and chose not to.

America could not undo the damage Ironwood had done. He could not salvage Ironwood's reputation and tell everyone he had refused to follow Atlas at last. He could not tell them the General's heart had won out over his misplaced loyalty in the end. He could only use the information the General had given him to get these people out of the hell Ironwood— no, that _Atlas_ had put them in.

America rummaged through the desk drawer, pulling out the keys and keycard. "Here." He handed them to Winter. "Once we get the other nations, you can get around using this. The code to get in is 'Prometheus'."

Winter accepted the items. "How do you know?"

 _Ironwood told me._ "Semblance." America said shortly. He took a calming breath and picked up the discarded handcuffs, rummaged through a drawer and found a black bag to go over his head, and gave them to Winter. "I guess I have to play prisoner a bit longer."

Winter shot him a dubious look.

"Hey, unless you want to try to steal a uniform in my size without anyone noticing, I'll be the prisoner you're bringing in to my new cell." America said. He jabbed his chin towards the cuffs. "And don't worry. I can break out of those no sweat."

Winter nodded slowly. "Do you think Penny will be granted entrance if she knows the codes?"

"Probably. I'll tell her to meet us in Room 601." America said.

He sent her a message via Scroll and received an immediate confirmation that the robot was on her way. She said she would come in a different path so the soldiers would be less suspicious. That done, he silently turned around, placing his hands behind his back. There was no time to delay. After a hesitant pause, Winter cuffed him, put the bag over his head to cover his face, and led him out of the room, shutting the door behind her.

 **XXXXXXX**

 **A/N:** **I'm updating a tad early because apparently AO3 is going to be down for maintenance some time tomorrow. I like to try to update at the same time as here so here you go.**

 **Thanks to everyone who read, reviewed, etc!**


	21. Mercy

**Chapter Twenty-One: Mercy**

Loneliness was beautiful.

France should hate isolation. It was meant to leave him with nothing but his thoughts for company, but in reality it granted him much needed— if temporary— peace. Without Atlas and her men putting him through the wringer, France could learn to breathe again. Company meant pain and drugs and fire. Isolation meant quiet and a nice, almost relaxing haze. There were still drugs of course but they merely befuddled and kept him adrift. They were preferable to the ones that tore through his body and created false images before his eyes.

Sometimes he wished the kinder concoctions would erase the images of his loved one's corpses from his eyelids. Jeanne, burning at the stake. England, struggling and drowning behind a wall of water. Canada, frozen and icy with dead, pale eyes. America, laying in a pool of his own blood as he choked on it, desperately reaching to France for help the older nation could not provide.

Atlas promised to make those visions come true if he continued to resist. France refused to waver. He would not become Atlas's next victory. He'd told her as much, among other screamed insults in a multitude of languages. She did not like that very much.

France had not received food or water for long enough that he'd slipped into the darkness twice already. Again, it was preferable. A coma was kinder than the living hell he was trapped in. Yet France could not do anything to change his situation. He could not break free, but he could not give in. He could only dig his heels into the stone and refuse to budge. He knew that if a single piece of him chipped away, he would crumble completely.

So he did his best to endure and ignore the frozen corpse standing in the corner.

France licked his dry lips, wincing as the skin split and cracked. Low voices reached his ears and he lifted his heavy head, holding his breath. To his relief, they remained outside, allowing him to hold onto his peaceful isolation. There was one other benefit to Atlas's absence from his room; The guards outside were not exactly quiet, allowing France to listen in and keep himself from thinking about the blood-covered body of Spain near the wall too much.

"Hey." One guard— who France knew was named 'Jay' greeted his partner. "Anything interesting happen since my last shift?"

"Not around here." The second guard— Blaine— said. "There was a little incident when I was coming in."

France recognized them by voice. He knew them both. He knew their names. They used them casually with each other, despite knowing the nation was within earshot, because they knew that France would not escape to find them. And if he _did_ get out, he would not remember them. He would not remember any of this at all.

France's breath hitched but he forced himself to stay quiet as he listened to the guards' conversation.

"Incident? Tell me." Jay said eagerly.

"A new prisoner was brought in—" Blaine began.

"He a screamer?" Jay interrupted. "Those are always the fun ones."

Blaine snorted. "Oh _yes,_ he was a screamer. You should have heard him _begging_." He put on a high-pitched falsetto. "'Oh, please. I'm not a criminal! I'm innocent! I'll do anything, please! Let me go! Please, I just want to go home!'"

They laughed. France was not surprised. One thing he quickly learned about this place was the guards and soldiers did not see their prisoners as people. They were things to be laughed at and mocked, like they were characters in an old cartoon. If one of them was in pain? It was amusing. If one of them begged for their life? It was _hilarious_.

France should have known the guards would feel that way the moment he woke up and first got a needle jabbed in his neck. Of course Atlas would only hire the apathetic or sadistic type of soldiers to run her shadiest operations. Those men and women would not let little things like 'morals' get in the way of their jobs.

"You want to know what's even better?" Blaine continued. "The prisoner caught the _General's_ eye almost as soon as he walked in."

Jay whistled. "He must have been loud to draw General Ironwood's attention. What do you think the General did to shut him up?"

Blaine considered the options. "General Ironwood doesn't have any equipment in his office. What he could do is pretty limited. He probably didn't just shoot him. He wouldn't take him to his office if that's what he wanted to do." He chuckled. "Maybe the General cut out his tongue. That would shut him up real good."

They spoke so casually, one might think they were discussing the weather, or who won the latest sports tournament if the eavesdropper could not hear the context. France laid his head against the back of his metal chair, adjusting his weight as much as he could and wincing as his body ached in protest. He cast a tired glare at his bloody wrists and shut his eyes, ignoring England's bloated body in his peripheral.

Outside the door, the guards stopped laughing.

"Password?" Jay said, cruel mirth completely overtaken by a cold, stern tone.

"Prometheus." A female voice said, and to France's relief it wasn't Atlas.

There was a low click of metal. If France had to guess, he'd say the guards had lowered their weapons.

"Specialist." Blaine greeted the newcomer. "What's this?"

"New prisoner." The Specialist said shortly. "He's meant to keep this one company. General's orders."

There was a pause. Then Blaine chuckled. "Take him right in."

The metal lock clicked and the door swung open with a low groan. France lifted his head slightly, hiding his face behind his matted hair. A finely-dressed female soldier marched in with a prisoner. His hands were cuffed behind his back and a black hood covered his head, hiding his features. France took one look at the handcuffs digging into the prisoner's wrists and his heart went out to him. The Specialist's eyes landed on France and hardened. What icy blue eyes they were, yet they were also so _familiar_ …

"Hello, France." She greeted him coolly, eyes flicking briefly to the door and the guards that hovered in it. "I brought a friend to see you."

She took the hood from the prisoner's head and France's heart sank.

Blaine laughed. "Well, if it isn't the screamer."

Rather than glare at the soldier, America's gaze flitted about the room, taking in the machines, needles, and other nasty items laid about. His gaze caught France's, mismatched eyes going wide, and a shudder went through his frame. He meekly lowered his head, visibly tensing when Jay grabbed his arm.

"What? You aren't going to beg for your life again?" the guard mocked. "I heard you were pretty rowdy up there. We don't _appreciate_ prisoners acting like that."

France saw his fingers clench around America's arm. The nation did not react or speak, head still bowed.

"The General straightened him out." The Specialist explained.

"Oh really?" Blaine said. His hand latched onto America's other arm. "You're wearing a lot of layers. You hiding anything under all that, screamer?"

America still did not respond. His shoulders hunched as if he were trying to shrink in on himself, or was bracing himself for a blow. France's heart turned to ice.

"I think we'd better search him." Blaine said. "We don't want any surprises." He grasped the zipper to America's jacket.

"That is not necessary." The Specialist interrupted. "The General searched him thoroughly." Her eyes narrowed dangerously. Was she daring them to question Ironwood's competence?

The guards exchanged glances and nodded.

Blaine released America. "Yes, ma'am."

Without warning, they shoved America deeper into the room and he collided with France's chair, receiving a metal arm to the stomach. France heard the twin gasp quietly on impact and he slumped to the floor, curling up in pain. The soldiers stood back and watched their prisoner struggle to catch his breath before America finally looked up, meeting France's eyes.

America's mismatched eyes— familiar sky blue and unnatural emerald green— were red-rimmed, his chin covered with blood, and he held himself with a pained timidity that made France's heart ache. He remained silent and placid as the guards removed the manacles before looping them through the arm of France's chair, hooking America to it. The nations' hands were close enough that France could painfully twist his own in order to grip the twin's fingers, squeezing them tightly. After a startled twitch, America clung to him with equal desperation and France wondered what horrors he had endured.

Though he felt the soldiers eyes on them, France did not look away from America, who stared back at him. Green and blue eyes blinked and tears gathered at the corners, dripping down his cheeks. France opened his mouth but could not find his voice, only able to give a low, raspy croak. America's eyes went round and the tears came faster.

"I'm sorry." He whispered.

Blaine grabbed a syringe from the table and America tensed. The Specialist intercepted, grasping the guard's arm before he could approach.

"That is not needed." The female soldier said.

The guard hesitated. "Are you sure he won't be trouble?" he asked.

The Specialist's face darkened. "He already tried escaping. And as I said, the General dealt with him." Icy blue eyes landed on America. "He _won't_ try escaping again."

A shudder passed through America's battered frame. He laid his head on the arm of the chair, near France's hand, and his shoulders lurched as his breath hitched. Anger smoldered in France's chest and he gently brushed a lock of hair away from America's bruised face. The younger nation flinched but soon leaned into the touch, eyes round as if he were unused to such small comforts. The anger became a burning flame.

"Return to your post." The Specialist ordered the guards. "I am to remain in here."

"Yes, ma'am." The guards said.

They exited the door and France heard it lock. He kept his hand cupping America's cheek, carefully scrutinizing his bloody, battered face.

…Were those _handprints_ around his throat?

France's lips twitched into a snarl and America winced, realizing what he had seen.

"I'm fine." he insisted softly, _too_ softly for the normally boisterous nation. "The General…" His gaze slid to the side. "…just beat me up a bit."

France's attention zeroed in on the brief hesitation like it was a bloody splotch on an otherwise clean white floor. America was lying. Either that or he was not telling the whole truth. So what _else_ did Ironwood do to him?

The Specialist hovered near the door, and France heard the guards outside murmuring to each other, placing bets on what Ironwood did to America to make him 'fall in line'. Some of the suggestions made France's blood boil. He struggled to keep his anger off his face, determined not to terrify the already tired-looking nation. France knew he looked awful, but America did not look much better. Perhaps it was all the blood on his face. The younger nation eyed the door warily, eyes flicking back to France's face. His expression crumpled.

"I'm sorry." America whispered again. "You're in here because of me."

" _It's not your fault,"_ France could not find the voice to assure him. Instead he merely patted the younger nation's cheek.

The Specialist approached and France tensed, baring his teeth as his hands twitched uselessly. He could not do anything to defend America from the soldier and he _loathed_ that realization. The Specialist knelt beside America and France thrashed in his bonds, expression set in a snarl. It failed to deter her.

"Hush." She murmured.

France glared at her, yanking at the manacles.

"France. _Shh_." America hissed. "Winter is on our side."

France paused, mouth falling open.

The Specialist put a finger to her lips, glancing cautiously at the door. "I am going to unlock your manacles." She said softly. "Once our ally comes and you are able to move, we will depart and rescue Australia and Romano."

"Do you know when the guards change shifts?" America added, his previous terror drifting away. It was obvious he was still uncomfortable and twitchy, but nowhere near to the extent he had been. And yet that terror had not fully been an act…

France hesitated, struggling to think. He put up four fingers, twice.

"Eight hours?" America guessed.

France nodded.

"When will Atlas show up?" the Specialist asked.

France shrugged helplessly.

"Okay, so we don't know how much time we have." America surmised. He looked at his manacles and paused. "Winter, breaking these will make noise."

The Specialist took out a set of keys and unlocked the cuffs. France realized she must have swiped them off the guards. She did the same to France, who did not remove his hands or legs from the open manacles just yet. America had no such qualms and stood with a slight wince, accepting his bat from the Specialist. France eyed him worriedly and he smiled.

"I'm fine. Just a few aches."

France knew he was underplaying his injuries. The flame became a burning inferno.

"How about you?" America cringed the moment the words left his mouth. "Stupid question."

Again he flinched, and blood trickled down his nose. France jerked, startled when his arms actually moved away from the chair. He blinked at them, touching his wrist, and shook his head, turning back to America. The younger nation was already pressing his blue shirt to his nose. Upon seeing France's stare, he shrugged.

"It's ruined anyway." He lowered the shirt, leaving speckles behind. "Can you walk?"

France braced himself on the arms of the chair and rose. His legs buckled and America caught him, lowering him carefully to the ground.

"You okay?" he whispered.

France nodded. He stubbornly struggled into a standing position, swaying. America caught him again, carefully holding on until France stopped flailing like a dandelion in high winds. Settled upon his own two feet, France felt his lingering doubts wash away as almost delusional happiness overwhelmed him. He shot the younger nation a grateful smile which was readily returned.

"We're waiting for our friend." America informed him softly. "She has your weapons."

"I don't think we should wait much longer." The Specialist said testily. "Atlas could return at any moment."

France's lips twisted into a snarl.

America noticed. "We need to get to Romano and Australia before she realizes we're here." He said firmly. "The less we have to fight getting to them, the more energy we'll have to get out."

France understood that logic. That did not mean he could discard the desire to grab Cobalt Striker and put its bayonet through Atlas's heart. He honestly was not as surprised by the bloodlust as he should be. It kept him going.

He wondered if the blood-covered England slumped by the wall would agree. France stared at him but the nation failed to answer. Of course Not-England would not respond. He was a hallucination. And dead.

France blinked at his fingers instead, studying his chipped nails and flexing the appendages experimentally. His fingers were bonier than he remembered.

"Stay back." America said softly.

The irrational desire to disobey clawed at France's head but he reminded himself this was America _asking_ him, not Atlas _ordering_ him to obey. He would never obey Atlas. Never Atlas. Never never never never never never never never never never never never never never never never never never never never never never never—

France focused and the door was open, America and the Specialist diving through it. Their arms locked around the guards' throats and they dragged them backwards into the room, choking them before they could scream. The chokeholds quickly dragged them into unconsciousness and the two lowered the guards to the ground. France slowly approached them, studying the soldiers closely for the first time. He crouched, yanking their helmets from their heads and frowned. They were people. He could pass by them in the street and never know…

"France?" The nation looked at America. "You good?"

France nodded silently. He grabbed Blaine's wrist and set him in the chair, locking the guard in his prisoner's previous spot. Next he picked the handcuffs that held America off the floor and looped it around the arm, attaching each manacle to Jay's wrists. He did not think about it. He just did it, almost like he was on autopilot.

That done, he stared at the guards that had stood by and listened while Atlas tortured him. Stood by, listened, and _laughed_ at the pain they and their superiors caused.

France's foot connected with Jay's head, his fist with Blaine's nose. He felt the cartilage _crunch_ beneath his fingers. The guard was not awake to feel the blow, head lolling as crimson dripped from his nose. The anger flared up and France raised his fist again, only for blue to catch his eye.

America stood to the side, clutching Cobalt Striker with a torn expression on his face. France saw every emotion that flitted across his pale features: shock, compassion, unease, sorrow, self-loathing, disgust…

…Did he want to _stop_ France?

France's gaze dropped to the bat in America's hands and the nation followed his gaze, holding it closer to his chest. The flames ripped through France's heart and he stormed over to the younger nation, grasping the bat and pulling. America refused to release it.

"Fran—"

" _Give_." France demanded in a low croak.

America shook his head. "France, you don't have to—"

"Evil." France spat. "They're _evil_."

America winced. "I know. But—"

" _ **Give**_." France demanded again.

America shook his head, holding tight on the bat. "You don't have to kill them."

"They are enemy. They show us no mercy." France snarled shortly.

The Specialist said nothing. When France caught her eye, she inclined her head. She, at least, understood.

America did not. "That doesn't mean—"

The anger flared. "When did you become a naïve _idiot_?" France snapped.

America recoiled. France yanked the bat from his hands and turned on the guards.

The Specialist caught his arm but before France could do more than glare, she silently held out a small rapier. France relinquished his hold on Cobalt Striker, allowing her to take it and accepting the sword in exchange. He approached the guards and unflinchingly slashed their throats. America's breath hitched and he turned away. France wiped the blade off and held it out to Winter, but she shook her head.

"You keep it for now."

France nodded sharply. "Thank you." He held the blade in his right hand, the tip pointed at the ground. "They would have raised the alarm, Alfred."

"I know." America said tightly. He twitched, sucking in a sharp breath as his eyes squeezed shut. "I'm sorry. It wasn't my right to stop you."

It was in that moment France realized something was _very_ wrong. America was too quiet, too pale, too… timid. This was not the time or place to demand answers.

"Australia and Romano?" France asked as the silence stretched on.

America shook himself. "Right. Let's go."

Winter led the way out, followed by France and finally America. The rapier-wielding nation wished the twin was in front of him so he could study him discreetly. He would have to figure out America's problem later, when they were not in the middle of a rescue mission.

Besides, maybe loneliness was not so preferable after all.

That was, if any of this was real.

XXXXXXX

"Okay, kiddos and gents. We're in the final stretch." Qrow reported softly. "Get ready."

Hands tightened on weapons and Pyrrha silently moved to the front of the group. The tunnel was not wide, only allowing two people to walk side by side in the thin hallway, so her friends pressed themselves against the wall, letting her by without protest. Qrow was the last to let her pass, red eyes following her every step.

"You sure you can do this, kid?" he asked casually.

"Yes." Pyrrha said. "Though it is a little late now if I couldn't."

"We'd adapt." Ruby claimed.

" _Would_ we?" Feliciano mumbled.

"Shh." Qrow hushed them, putting a finger to his lips.

The Huntsmen, Huntresses, and nations held their breath, listening. Low voices came through the mineshaft, echoing off the walls.

"—heard something." A male voice was saying.

"You're imagining things." A female voice reported disdainfully.

"No, I swear I heard something!" the male voice protested.

Pyrrha caught Qrow's eye, spotting the irritation— and apology?— there. She did not waste another moment. Summoning her shield to her arm, she dashed around the corner and threw her hands out. With a single, powerful blast, she tore the weapons from the guards' hands and smashed them into the wall. Auras flared, depleting in a second, and Pyrrha released their metal armor, letting them fall.

The armored soldiers crumpled to the ground, still and silent, but Yang and Nora approached anyway and struck them in the heads once more for good measure. The back of Pyrrha's neck tingled and she whirled, throwing her shield and knocking another guard's rifle from his hand. She called the shield back and it smacked him in the back of the head. He fell soundlessly. Pyrrha calmly summoned her shield to her arm again.

Yang eyed the fallen guards and whistled. "Dang Pyrrha. Where have you been hiding those moves?"

Pyrrha grimaced. "I trained on Earth."

"I can tell." Yang approved, though her eyebrow rose at the champion's tone.

"Enough chatter." Qrow said. "Move."

They dashed past the guard's position and Pyrrha ripped the metal door in their path off its hinges. The soldiers inside reacted instantly, firing upon the invaders, but Jaune joined Pyrrha at the front, shielding their friends. The thin hallways were an immediate advantage, allowing them to literally plow through the soldiers in their path. Some had Aura. Others did not. Pyrrha tried not to think about it. Ruby slammed into a soldier at high speeds, sending the woman sprawling.

She grinned, hefting her scythe. "Things seem to be going w—"

"Don't say it!" Matthew warned.

He stomped his foot on the ground and the floor turned to ice. The soldiers flailed, falling like pins, and if the situation were not so serious Pyrrha might have laughed. Weiss skated by them, incapacitating the men with quick, rapid thrusts, and the others followed at a slower pace.

Any desire to giggle was soon extinguished as they exited the outer halls, entering the Institute itself. All it took was a single glance and Pyrrha wanted to cry. Or gag. She faltered as her gaze swept over the thin, sickly figures that stared at her through the bars of the cells. Men, women, teens, elders, children, humans, Faunus… No type of person was absent.

Except soldiers of Atlas.

They were the only ones free.

A few charged at the intruders and Russia and Nora stepped forward as one, swinging their weapons. The unlucky frontrunners flew back into their comrades, knocking them down. A few struck the bars of the cells of the people they kept captive, and rather than rejoice, many of the prisoners shrank away. Sometimes, Pyrrha could only see their eyes in the darkness, and they glinted with _fear_.

Quickly— too quickly— the last soldier crumpled. Pyrrha knew more would come, but it was not everyone's foremost concern.

Ruby stared into a grimy, dark cell and inhaled sharply. "Let them out."

Qrow's jaw clenched. "Ruby—"

"Let. Them. _Out_." Ruby repeated quietly.

Qrow grimaced. "We need to find the nations before Soleil decides to—"

"Some of us will keep going." Arthur interrupted. "The rest can free the prisoners."

"We aren't supposed to separate." Oscar reminded them cautiously.

" _Screw_ that." Yang snapped.

She punched a lock, shattering it, and yanked the door open. The Faunus inside backed up to the wall, staring at her with round eyes. Yang smiled gently at him and stepped back, leaving the doorway clear. The Faunus slowly crept out of the cell, every movement careful as if he expected to be shot at any moment. He stepped into the hallway, eyes darting to each of the Huntsmen, and in the complete silence, he spoke.

"Are you here to rescue us?" he whispered.

"Yes." Ruby stated. A shudder passed through the air and her eye widened. "But you need to be _quiet_."

What was likely meant to be elated screams or gasps became stifled murmurs. Some of the prisoners covered their mouths with their hands, while others gave beaming grins. Their eyes shone with renewed hope. Pyrrha took note of their position— Cell Block E— and quickly opened a few more doors with her Semblance, trying to be as quiet as possible. Neon ignored the doors completely, skating past them and looking inside each without opening them.

"We're moving ahead." Canada said suddenly. "You have it handled here?"

"Yes." Pyrrha said. "Yang and I can free them all the most efficiently. You go ahead."

Indecision flashed across Ruby's face. Jaune stiffened noticeably.

"We have this." Yang said before her sister or the knight could speak.

Ruby slowly nodded. "Okay. Good idea. We'll probably make some noise further down and attract the guards to us—"

"What? We're not separating." Jaune blurted belatedly.

Pyrrha locked eyes with him. "We'll be fine." she said firmly. " _They_ need you if someone is injured. Go."

Jaune hesitated briefly then leaned in, giving her a quick kiss. He pulled away too fast and the group hurried off, leaving Pyrrha and Yang alone. The two wasted no time freeing more prisoners. Some instantly ran off towards the exit, others crept out cautiously, and a small few attempted to help unlock more doors.

A distant crash signified the others had made their presences known. Pyrrha could not say whether it had been intentional or not. As more and more prisoners stumbled out of their cells, Pyrrha shoved her map into one man's hands and pointed to the exit.

"Follow this path. There are airships waiting for you."

The man blinked rapidly, eyes swimming with tears. "Thank you."

He led the way out, with more prisoners straggling behind them. Another crash shook the Institute, making dust fall from the ceiling, and a few of the captives quailed, frantic pleas to be freed rising up.

"Chill out!" Yang said tightly as she broke another lock. "We can only go so fast."

Pyrrha paused next to her, speaking quietly. "You don't think they have bombs—?"

"No. I think my family and team are just making nuisances of themselves." Yang interrupted.

They turned a corner to find a platoon of Atlesian Knights. Pyrrha did not hesitate to rip their rifles from their hands and holsters, lifting them into the air and slamming them into the sides of the tunnel. She dropped the sparking corpses, stepping over them.

"Wow." Yang said, eyes round. She shook herself. "Leave some for me next time, huh?"

"Of course." Pyrrha said, cheeks turning red. "Sorry."

They hurried down the hall— into Cell Block D— and Pyrrha's steps slowed. Like the last section, this one was lined with cells. Unlike the last one, the pathway split into multiple halls, each filled with prisoners. Said prisoners seemed to realize something was happening and pressed themselves against the bars, eyes shining and hopeful. It was likely more competent forces would be upon them soon.

Yang exhaled shakily, eyes flashing red as her gaze raked along the doors. "There's a lot."

"I know." Pyrrha said.

"The airships might not have enough space."

"I know."

"We didn't plan for this many."

"I _know_."

Yang frowned. "You go that way, I'll start here."

"Okay." Pyrrha agreed.

They split up. Yang went left, Pyrrha went right. A part of Pyrrha screamed that this was a stupid idea but she ignored it, quickly ripping doors open. Another tremor shook the earth and she prayed the mine would not collapse. Surely her friends would be aware of such a possibility and be careful in order to prevent it?

...She knew her friends.

They wouldn't.

 _We need to hurry._

In the distance, alarms blared.

 **XXXXXXX**

 **A/N: Apologies for the minor cliffhangers. It was… *glances at future chapters* …the best place to stop. It's not like this is the most minor cliffhanger I could manage or anything. Why would you think that…? *sweats***

 **Thanks to everyone who read, reviewed, etc!**


	22. Level Six

**Chapter Twenty-Two: Level Six**

Alarms blared and pulsed, illuminating the halls of the Transformation Institute in a violent crimson hue. Booted feet pounded against stone and Qrow gave a deceptively exasperated sigh.

"So much for stealth." he groaned, holding his sword in both hands.

Ruby led the charge against the incoming soldiers, bursting into rose petals. Their shots passed through her harmlessly and she reformed just ahead of them, scythe trailing behind her. She spun, using her momentum to slash through her foes. Those that did not lose a limb were thrown back harmlessly, but many crumpled in a spray of crimson.

 _Us or them,_ Ruby reminded herself with each scream and kill. _Us or them._

Metal clacked on stone and a platoon of Atlesian Knights halted at the edge of the passage. As one, they raised their guns. Weiss dashed past Ruby, launching herself with her glyphs, and tore through the robots, sending them down into sparking heaps of metal. Another squad appeared to replace them. Sun drop-kicked one in the face, knocking its head off, and dropped down, spinning his staff and knocking the rest to the floor. He finished them with a couple shots.

"How many of these guys _are there_?" he complained.

"It's a _military_ facility." Blake snapped, slicing another robot to shreds. She shot a Knight in its chest plate. "What did you expect?"

The ground shuddered with the force of pounding footsteps. Arthur swept past the Faunus, swinging his staff. The Atlesian Knights froze in place, floating into the air as their marching feet flailed robotically. Arthur flicked his weapon and they flew back with the force of speeding bullets, shattering into tiny pieces against the walls.

Furious green eyes looked straight ahead as he stormed through the carnage. Ruby almost wished he would say something to alleviate the intensity of his… _everything_. Yet Arthur did not speak a word. He plowed silently through the enemy like they were nothing more than feathers in his way. The others hurried to follow, though Ruby was unashamed to admit she kept her distance from Arthur's cold, furious Aura. Another squad barely appeared before they were gone, limp and broken by the walls. Ruby was suddenly very glad Arthur was on their side.

Oscar halted abruptly and Feliciano smacked into the boy, sending him tipping forward. The Italian caught Oscar's sleeve, apologizing profusely, but the boy ignored him, hazel eyes squinted in concentration.

"What's that sound?" he asked.

Ruby and the others paused, listening. In the distance she heard… gunfire?

And screams?

Matthew's skin lost all color. "They're shooting the prisoners."

Ruby moved before his words fully registered. She whipped around the corner, and barely spotted the soldiers standing in a line ahead before she crashed into one, taking him down.

" _NO!_ "

The other soldiers turned on her. Ice appeared below their feet and they lost their balance just long enough for her to slice off the closest one's arm. Ruby ignored his scream, eyes burning and shot him. He did not deserve sympathy. _None_ of them did after what they had done. The hallway did not allow for much maneuverability so she planted her scythe in the ground, firing down it. Most of the soldiers endured her shots and returned fire, forcing her to back around the corner.

Matthew and Weiss appeared, moving easily on the icy floor. The Heiress grabbed the nation's hand, summoning a glyph below their feet, and launched them ahead. Ruby peeked from cover to see them slice through a line of soldiers. Weiss jumped on a glyph, pushing herself into the air and upward, and Ruby belatedly realized they were in a cave. Her gaze tracked the rows and rows of doors in the walls, landing on the Atlesian Knights standing there.

She pointed Crescent Rose at the ground and fired, shooting herself up a few levels. She landed on the thin walkway outside a series cells and sped down it, shoving the robots off. She heard them crash into the floor, followed by the sound of metal slicing through metal. A body fell past her and she recoiled, looking away as the soldier hit the ground. Weiss landed beside Ruby, face pale but eyes burning.

"Got them." She said shortly.

Ruby took a moment to breathe, looking inside the cell. A terrified face looked back at her. Matthew's shout distracted her before she could speak.

" _Arthur!_ "

She looked at the floor below in time to see Arthur vanish through the doorway. Matthew hesitated, meeting her eye before he gritted his teeth and ran after his brother, followed by Jaune and the other nations. Ruby's heart tried to jump from her chest as she realized they were separating again. She leaped down from the level, landing heavily, and froze as another prisoner stared at her.

This one was too late to save.

Ruby focused on the wall instead of the cells, eye burning. As he came up beside her, Oscar could not manage the same. He stared into a cell, eyes too wide, and they filled with tears. Ruby forced her own horror down, focusing on his. She stepped between Oscar and the cell, blocking the sight with her body. Hazel eyes flicked up to meet silver.

"Are you doing okay?" Ruby asked.

Skin ashen, Oscar gulped but nodded.

Unlike the boy, Neon was not nearly so calm. Her blue eyes were wild and her chest heaved. "My brother." She blurted. "My dad. They— They might be— I— _I have to find them_!"

She dashed down the hall, leaving a rainbow-colored trail in her wake.

"Neon, _stop!_ " Flynt cried, but she was already gone.

Ruby raced after the Faunus and Weiss followed close behind. Ruby heard their friends call after her but she paid them no mind, following the stream of color as Neon sped around a corner. She could not let the Faunus go alone.

They'd meet up with the others later.

There was no other choice now.

XXXXXXX

The alarms blared and America's heart stopped. He only froze for a second before lunging forward, taking the last few steps to the elevator at a run. He hacked it, forcing open the code-locked door and ushered Winter and France inside. Someone immediately shouted for them to stop and he immediately shut the door.

It closed with a deceptively cheerful _bing_. America ignored the numbers on the pad to the side of the door and touched it, diverting part of his attention to keep the soldiers from entering. The elevator shuddered and began its descent. Near-silence fell over the three, broken only by the distant shrieks of the alarms.

America forced a weak chuckle. "There isn't even any music. How cheap."

France stared at him, then snorted. His brow furrowed as if he were puzzled by the sound.

Winter was not as amused. "Where are we headed?"

"Level 6. Cell Block C." America reported. He frowned at the keypad. "They're on the lowest level."

"Of course they are." France groaned. He leaned casually against the side of the elevator, arms crossed, but America could see how his fingers trembled.

"How's your Aura?" he asked.

"Recovering." France said. Again, his forehead crinkled. "I think."

"Get behind us." America said, daring him to argue.

France opened his mouth to protest but thought better of it. "Fine."

He stomped over to the back wall. America pretended not to see how he supported himself on the railing and slumped against it. The elevator shuddered to a halt and the doors opened with another, chipper _bing_ , revealing an empty hall. America did not trust it for a second. He cautiously stepped out with Cobalt Striker in hand. He considered keeping the elevator stuck in place but thought better of it. It might take too much Aura.

Unlike some of the upper levels, Level Six still held many characteristics of a cave. The walls were made of jagged stone and condensation dripped down them and from the stalactites the protruded from the ceiling. The lamps barely lit the dark corridor, casting eerie shadows, and America was suddenly reminded of a twisted version of Vale's Vault.

Thankfully, Amber felt no need to comment or force the memories of that day— the day he'd lost his memories and his family and nearly his very _soul_ — into his conscious mind. He held back a shudder and silently motioned for Winter and France to follow him. Even the alarms were muffled, leaving their footsteps to sound like gunshots in the quiet.

America's senses screamed and he threw himself to the side, avoiding the metal net that flung from the darkness. France cried out behind him and he mentally cursed himself, unable to untangle the other nation as soldiers stormed into the hall. America raised his hand and lightning danced from his fingers, arcing through the air from person to person like they were a conduit.

America did not wait to see them fall. He quickly untangled France. Once he was freed, the Frenchman clung to him briefly, chest heaving. America patted his arm awkwardly and France stiffened, releasing him and straightening his ruined shirt. He heard the thudding of incoming footsteps and braced himself, transforming Cobalt Striker into its shotgun form.

The squad came into sight and America's gaze zeroed in on a soldier with a wide, unique gun on his back. He targeted the likely Academy-trained man first and was dully unsurprised when the soldier dodged his shots, retreating. America smashed another soldier out of his path, slugging a third in the abdomen. Green light flickered and a tap to the head brought him down. Glyphs appeared below the soldiers' feet and blasted them into the air. Their guns fell from flailing limbs and Winter tore through them, expression set in an eerily blank look.

America spotted the Huntsman soldier again and rushed past Winter, blocking the man's shots. The soldier inclined his head slightly in acknowledgment and his weapon transformed into a spear. America deflected the blow, registering the glow of Dust at the spear's hilt. Winter vaulted over their heads and sped down the hall, leaving fallen soldiers in her path. Trusting her to take care of herself, America focused on his opponent.

"Why are you doing this?" he demanded. "Huntsmen are supposed to _protect_ people."

The man sneered but said nothing. Apparently he saw no need to justify himself. Atlas sure knew how to pick them. And America had no time for this. He shoved the man away and batted his weapon aside, dodging his thrust. He grasped the pole before the soldier could pull back, sending lightning through the metal. The soldier howled as electricity ripped through his frame, depleting his Aura in an instant.

America noted the efficiency of the move and clipped him in the chin, sending him reeling. The soldier regained his footing and glowered at America. He glare wilted as he faced two nations and Winter, who had finished mopping up the other soldiers.

The soldier's gaze flicked to each of them and he slowly nodded to himself. Too quickly for any of them to react, he calmly took a grenade from his pocket and pulled the pin. He failed to throw it, and instead serenely held onto the ticking bomb. His intentions were obvious.

America grabbed Winter and France and threw himself and them into a cell, cringing as the explosion rocked the ground. The door bounced against the frame with a clang but failed to lock, to his relief. He cautiously got up and peered outside, grimacing at the scorched rubble that blocked the hallway.

"I guess we're not going back that way." He joked weakly.

France scowled, eyes dark. "Atlas likely ordered him to keep us from leaving."

"We don't _want_ to leave." America pointed out. "Not without the others."

Winter appeared not to hear their conversation. She eyed the hallway of fallen soldiers with distaste, lip curled. "What an abysmal display."

"Hey, half of them were just normal grunts. It's not like they expected _us_." America said.

Winter scoffed. "They should. Unless the forces here are hopelessly incompetent, they should know our identities by now— or at least yours. Sending such forces against us is foolish. They have no hope to do more than delay…" Winter trailed off, eyes going round.

A pit opened in America's stomach. He threw caution to the wind and ran down the hall, desperately seeking the cell holding the two nations. His gaze zeroed in on one such cell with two guards standing outside it. They raised their guns but were too late.

" _Get out of my way!_ "

America threw the soldiers out of his path, sending them crashing into the walls. He grabbed the cell door and ripped it off its hinges, hurrying inside. To his relief, it was not empty.

Australia was chained against the wall, headphones over his ears, a blindfold covering his eyes, and a gag in his mouth. He was pale but seemingly unharmed, his chest heaving with every breath. America scanned the cell and landed on its other occupant.

Romano lay on the floor, bound but not gagged and blindfolded like Australia. His eyes were closed, his skin a sickly grey, and as America watched, his chest failed to move. Heart in his throat, America dashed over to Romano and felt his neck for a pulse. A weak, thready beat pulsed beneath his fingers and he relaxed. Romano was alive. Of course he was. He was just… just…

 _He's in a coma, isn't he?_

America's eyes burned. From tears or anger he could not say.

France went to Australia, ripping the headphones from his head. The brown-haired nation flinched, his startled cry muffled by the gag. France hurriedly took off the blindfold, allowing Australia to see him. Green eyes went round, then filled with tears. France removed the gag and Australia smiled weakly.

"You're here…" he croaked, voice raspy from disuse.

"Of course. Alfred got me out." France picked up Australia's hand, grimacing at the manacle locked around his wrist. "I'll get you free in a moment."

America turned his attention back to Romano. The Italian remained limp and still, completely unaware of everything happening around him. America gently shook his shoulder, pretending his hands were not shaking.

"Romano, it's time to wake up." he pleaded. "Come on, don't be a sleepyhead now. Um, uh— Why do you always have to be a lazy butt? Tomatoes suck. So does Italian cooking. A-And…"

The insults failed to wake the irritable nation. America bit his lip so hard it bled. He blinked back tears and carefully brushed a lock of dirty brown hair away from Romano's face. It was almost like he was merely asleep. A hand landed on America's shoulder and he flinched, curling protectively over Romano as lightning flickered over his frame.

Winter backed away, hands raised. "My apologies."

America could not find the will to respond. "He won't wake up…" he whispered, voice cracking.

France's expression grew pinched. He dropped the chain holding Australia to the wall. "I can't pick the lock. America, can you break them?"

America eyed the chains doubtfully. "I can try…"

He grabbed the chain and pulled it. The links withstood the strain and did not snap. America grimaced and planted his feet, giving a few more tugs. The metal refused to break. America ground his teeth but paused.

 _Fire. Duh. Thanks for reminding me, Vale._

His unhelpful head-roommate scoffed and said nothing. Wondering why he even bothered anymore, America ignored her and gripped the chains close to Australia's manacles. He focused, dragging out the warm feeling that always lingered deep inside him. The metal heated rapidly, turning red, and slowly began to melt—

Pain lanced through America's chest, taking his breath away. It was followed by an agonizing tearing feeling in his left wrist. His legs buckled and he saw Grimm swarming over cobblestone streets. Another one of Vale's towns had fallen. Blood dripped over America's upper lip and he heard Australia gasp.

"I'm fine." He said sharply. "Later."

He stumbled over to Romano and released him as well, leaving the manacles around his wrists and ankles. America swiped a sleeve over his brow, shaking his head to clear it.

"We'll get those off you later." He promised.

Australia slowly got to his feet, leaning heavily against the wall. He squinted at America. "Your nose is still—"

"It's fine." America insisted. "Can you walk?"

Australia took a hesitant step and pain flashed across his pale face. "My legs are prickling but I'll manage. How's Romano?"

America nibbled on his lip, glancing at the Italian.

Australia's expression twisted. "I don't know what they did to him. I was… senseless." A shudder passed through him.

America did not ask. "Okay. Regardless of what happened, he's out of it. We'll have to—"

"I'll carry him." France said.

America gave the sickly, trembling nation a once-over. "Franc—"

" _I'll carry him_." France insisted.

America gave in and nodded mutely. France handed Winter her extra blade and America lifted Romano and settled him across France's back. The Frenchman's legs buckled slightly but he kept his footing, expression too stiff to be natural. America hovered, twisting Cobalt Striker in his hands. He looked to Australia. Green eyes stared blankly at the wall.

America's stomach did a nauseating flip. "You okay?"

It took a moment for Australia to respond. "I can walk."

It was not an answer. America did not press. There was no time. Atlas could already be on her way. America would love to face her but getting the others out took priority by a long shot. He checked the empty passageway, spotting no soldiers. That failed to put his mind at ease. Despite that, he motioned that it was safe to exit and led the way out of the cell. Bedraggled and exhausted, they stumbled down the hall.

XXXXXX

Pyrrha wished she had not worn heels. Not because she was unused to battling in them, but because the floor of the Institute was _just_ uneven enough that she might twist her ankle if she stepped wrong. Truthfully, a sprained ankle was the least of her problems but as she sprang away from a soldier's grasp and nearly fell over, it was a noticeable one.

She caught herself and sent the soldier flying back, knocking him out. It was evident not all Atlas soldiers had unlocked Aura but Pyrrha had no time to ponder why the military did not take measures to protect all their men. She entered yet another block of cells— she had lost count after her fifth— and ran by, unlocking the doors as she passed. The prisoners inside rushed out, some entering other cells to retrieve those that could not leave by themselves. Their eagerness startled Pyrrha— it had always taken at least a little reassurance that this was not a trick to get the others to come out— but then she heard distant gunshots.

"Do any of you know how to get—"

The prisoners were already running, shouting over their fellow inmates as they attempted to shove past each other and through the exit. Those that made it disappeared, so eager to be free they did not pause to thank their liberator. Pyrrha could only hope they would find their own way out.

She ran down the hall and slowed, noticing a thin form curled up on the floor in a cell. She hesitated and crept inside, noting the dog ears on the woman's head.

"Ma'am? Do you need help?" she asked softly.

The Faunus gave no response. She only curled up into a smaller ball.

Pyrrha bit her lip and glanced back at the prisoners crowding by the exit. "Can someone help here?"

A man at the back of the group heard her call. He looked back and his eyes widened. "Get away from that one!" he shouted. "She's _dangerous!_ "

Pyrrha scowled. "Sir, I know she's a Faunus but—"

Fingers locked around her throat. Pyrrha acted on instinct and elbowed the woman in the face. The Faunus staggered away from her, clutching at her nose, and Pyrrha saw a glimpse of crazed brown eyes.

" _Traitor!_ " the woman shrieked and lunged again.

Pyrrha sidestepped her strike and— with a silent apology— brought the butt end of her weapon down on the woman's head. The Faunus crumpled into a limp heap on the floor. Adrenaline thrummed through Pyrrha's veins and she glanced around, paranoid. No more prisoners attacked her, fully intent on leaving.

"She was brainwashed." The man informed her sadly. "She attacks anyone except the guards. She isn't… _there_ anymore. Her mind is gone."

Pyrrha looked inside the woman's cell and spotted the scratches on the walls and patches of dried blood on the floor. She forced her gaze away. "Do you know the way out?"

"Yes." The man paused. "I… _was_ a soldier."

Pyrrha did not ask and the man did not elaborate. "There are airships waiting for you at the outer southeast exits. Try to get the others' attention and lead them out."

"Yes, ma'am." The man said and winced. "Thank you."

He hurried away, leaving Pyrrha alone with the Faunus woman. The champion briefly grasped the woman's hand and picked her up. She gently returned her to the cell, carefully setting her in a comfortable position.

"I'm sorry." She whispered and left, heading towards the next block.

She ripped the door separating the sections off and ran down another hall, tearing the gun from the approaching soldiers' hands and knocking them out. She turned a corner and paused. Before her was a vertical shaft, likely for an elevator. Yet there was no elevator in sight, nor were there any controls to summon one.

Pyrrha cautiously approached the mineshaft, peering up. She could not see an elevator, stairs, or any way to get up the pit. She looked down into the darkness and grimaced. How far down did it go? Why was it here? Did the soldiers realize it was a dead end and simply did not care enough to block it off…

...Or did they hope some escaped prisoners would blindly run this way?

She tried not to think about it. Either way, this was a dead end. There was no way to go except back—

 _Tap tap tap tap._

Light footfalls sounded behind her, steadily growing closer. They were accompanied by the clink of metal and the low shuffle of cloth, so different from the loud clanking of the soldiers and their armor. But after the encounter with the Faunus woman, Pyrrha could not greet the newcomer as a friend.

So she whirled towards the sound, weapon in hand.

A familiar figure appeared around the corner, freezing at the end of the hall. Pyrrha slowly took in the grey, black and green outfit, the bow, and the orange hair, before finally meeting green eyes. She felt the blood drain from her face and Miló slipped from her hand, falling to the ground.

" _Penny_?" she breathed.

"Pyrrha Nikos." Penny Polendina said, her familiar voice straight out of her nightmares. Green eyes blinked rapidly and went round. " _You_ _killed her_."

Pyrrha stared at her mutely, unable to find her voice. Penny trembled, pupils dilating, just like they had when Pyrrha had bisected her. Abruptly, her body stiffened, and the terrifying expression slipped off her face, leaving nothing at all.

Green eyes turned red.

" **Target acquired**." She stated in a robotic monotone. " **Engage**."

Penny's swords slammed into her back, connecting together into a wing-like pattern. Green light flared and she shot across the passageway, closing the distance between them in a blink. Metal boots smashed into Pyrrha's head and she crumpled like a broken puppet. She smashed through wooden boards and plunged silently into the mineshaft.

Accompanied by the shrieking roar of her jetpack, Penny dove after her.

XXXXXXX

America's bayonet went clean through the Atlesian Knight's skull. He yanked it free and watched the robot crumple with a scowl before turning on his heel and bashing another robot's head in. "How many of these things _are_ there?" he snarled.

"However many Atlas and Ironwood wanted." Winter said flatly.

She sent two more flying and they shattered into shiny metal shards, leaving the hallway mercifully— but briefly— empty. America grasped Australia's upper arm and hurried him along, looking back at France. The nation's face was glossy with a sheen of sweat.

"Are you—?"

"I am the same as I was the last time you asked." France puffed.

He adjusted his grip on Romano and continued on. America would offer to carry the unconscious Italian but knew he was more useful with his hands free. Case in point, he shocked a soldier as he came into view, depleting his Aura instantly. Winter locked his legs in place and America finished the man with a bayonet to the throat. He almost felt bad. Then he remembered where they were and its purpose. It was hard to feel for the soldier then.

Up ahead, America spotted an open shaft. "There's our way out."

"I don't see an elevator." Australia mentioned.

"We're not using one." Winter said. "We're using my glyphs."

France paled.

Australia grinned. "Sounds ace."

America chuckled. "Glad you think—"

He barely registered the blur of red in the shaft before he was moving. He caught the falling body with wind, pushing them towards him, and belatedly realized he was right in their path. The person slammed into him, sending them both crashing to the floor. America wrapped his arms around the faller, shielding them as they skidded to a halt. His gaze focused and he recognized the hooded figure in an instant.

"Py-Py?"

The champion groaned, shaking her head as she pushed herself up. Green eyes landed on America and widened. "Alfred?"

America laughed and hugged her, beaming. "It's you!"

Pyrrha blinked. "You're free."

Her tone was too faint for their totally joyous reunion. America pulled back, scanning the champion for injury, but other than a few bruises she looked fine. So what was wrong?

Something roared, growing closer, and America positioned himself between Pyrrha and the sound, pointing Cobalt Striker's shotgun at the shaft. Penny landed on one knee, fist planted into the ground and shrugged her shoulders, dropping the bag of weapons onto the floor. America relaxed, lowering his weapon.

"Hey, Penny!" he called, grinning. "About time you got—"

Pyrrha lurched forward, dragged away by dozens of thin wires. America gave a shocked cry, reaching for her. His fingernails grazed her arm but she slipped from his grasp. The champion hardly struggled as she was yanked across the floor, halting front of Penny. The robot lowered Pyrrha to her knees, keeping her wrapped up in her wires. They slid over her calves and up to her neck, locking her arms at her sides. America gaped, too stunned to react as the swords twitched, inching towards the champion's throat _—_

" _STOP!_ " America screamed.

He darted forward and grabbed a wire but another one wrapped around his wrist, pulling him away. Penny ignored him, eyes focused completely on Pyrrha.

America's heart skipped a beat. "She's a friend. _She's a—!_ "

He remembered the recording of the Tournament.

 _The blast hit Penny and she curled over and clutched at her chest, eyes wide with agony. Before America's horrified eyes, the wires wrapped around Penny's arms and midsection, tearing through her with the hair-raising shriek of abused metal. Her body collapsed onto the arena floor in pieces, pupils expanding in a horrifically human way—_

America swallowed. "Penny…?"

Emotionless eyes bore into his and America saw a deadly red gleam within them. " **Mission alignment: 100%.** " She stated robotically.

America balked. "What?"

Penny stared at him. Her wires slid around Pyrrha, slowly tightening, and the champion choked. " **Alfred F. Jones must be protected from all threats. Pyrrha Nikos is a** _ **threat**_ **.** "

Australia lunged for her. Penny casually grabbed the nation with her wires, throwing him into Winter and sending them both crashing to the ground. Winter's head smacked against the floor with an audible _crack_ and both failed to rise.

Penny did not notice. Her gaze never left America, not for a second, even as her wires continued to tighten and Pyrrha's lips turned blue. It was almost like Pyrrha was not even worth observing to her. As the wires constricted around Pyrrha, America slowly realized the champion was not going to fight back. His stomach dropped and he calculated whether he would be fast enough to stop Penny before she slit Pyrrha's throat.

"Penny, _don't_ do this." he pleaded.

" **Pyrrha Nikos must be terminated.** " Penny stated, voice robotic, emotionless, and _wrong_.

 _Did Polendina put a kill-on-sight command in her programming or is this_ _ **Penny**_ _?_ America thought queasily. "No. She _doesn't_." he begged, struggling not to look at Pyrrha's pained features.

Penny turned away from him, completely expressionless. She said nothing, but her swords rose, flicking in the air as they all pointed at Pyrrha like a floating Iron Maiden. Slowly, _purposely_ , they inched closer and closer to the champion's skin. Pyrrha closed her eyes and blind panic grasped America because they were both his _friends_ but Penny did not care and Pyrrha wasn't fighting and he couldn't let one kill the other again he _couldn't_ he had to stop Penny he _had_ to—

" _SHE'S MY BODYGUARD!_ " he screamed.

Penny froze. Her swords hovered mere millimeters from Pyrrha's skin. The wires cut into the champion's flesh and blood dripped from her arms and neck.

Penny studied America neutrally. " **Is that statement factual, Alfred F. Jones?** "

" _Yes_." America said, voice cracking. "She's my bodyguard. She protects me, too."

Penny blinked and frowned. " **She… defends… Alfred F. Jones…?** "

Her eyes flickered and the red retreated to a small prick of crimson light in her pupils. The wires loosened, allowing Pyrrha to gasp for air. The robot's expression twisted and she dragged Pyrrha up so they were eye to eye.

" **Pyrrha Nikos disassembled this unit's predecessor during the Vytal Festival Tournament**. **Pyrrha Nikos utilized her Polarity Semblance to redirect this unit's predecessor's weapons, causing this unit's predecessor to be bisected at the shoulders and waist by the wires of her weapons.** " Penny stated. " **Does Pyrrha Nikos recall this incident?** "

"Yes." Pyrrha rasped, voice hoarse.

Green eyes flickered and America saw a growing glint of red. " **Why did you kill Penny Polendina?** "

America held his breath. He glanced helplessly at France but the nation stayed in place, giving a quick shake of his head.

"I didn't mean to." Pyrrha whispered, tears in her eyes.

" **Explain your** _ **debatable**_ **statement.** " Penny demanded.

Pyrrha winced. "I was put under a hallucination Semblance and saw thousands of swords coming towards me. I panicked and—"

The wires tightened and she flinched, mouth agape as she failed to draw breath.

Penny's expression remained unchanged. " **'Panic: sudden uncontrollable fear or anxiety, often causing wildly unthinking behavior.' Pyrrha Nikos… killed Penny Polendina accidentally.** "

"Yes." Pyrrha whispered. "I'm sorry."

Penny's hands balled into fists. " **Pyrrha Nikos… is… 'sorry'?** " She enunciated each word like they were bile on her tongue. Green eyes turned a burning, bloody red. " **This unit's** **programming demands Pyrrha Nikos's termination. Pyrrha Nikos is a threat.** "

"I know." Pyrrha said softly.

Her resigned acceptance pushed America out of his stupor. " _No_ , Pyrrha." He objected. "It's not your fault. You don't—" Harsh red eyes snapped to him and he stiffened.

" **You side with Pyrrha Nikos?** " Penny demanded.

"No." America denied. "I'm not siding with anyone. Pyrrha hurt you, yes. But she doesn't deserve to die for that." A shudder passed through him and his eyes prickled. "She's my friend. You _both_ are. _Please_ , don't hurt each other."

Penny blinked.

Slowly, the wires slid away from Pyrrha and she collapsed to the ground, gasping. She stayed on her hands and knees, expression suggesting she was stunned by the sudden turn of events. Penny ignored her completely, staring at America. Tears dripped from haunted green eyes.

"Pyrrha Nikos was _her_ friend, too." Penny said.

America felt his heart break. "I know."

Penny blinked. Her eyes rolled back, revealing the whites, and she crumpled. America caught her before she could hit the ground and guided her safely down. She was out cold. America considered reactivating her but decided to leave her to deal with whatever was going on inside her head. Pyrrha hobbled over to him and America cringed at the red cuts littering her skin.

"You okay?" he asked.

"Physically, yes." Pyrrha said vaguely.

America frowned but a groan interrupted him. Winter sat up and put a hand to her head, expression pinched with pain. Her icy eyes snapped open and she reached for her weapon, halting when she saw Penny's unconscious form.

"What happened?" she demanded.

"I don't really know." America admitted. "I think she's rebooting."

Winter scowled and looked at Australia, touching his shoulder. The green-eyed nation jolted awake and rolled away from her, settling into a crouch. He instantly fell back to the ground with a groan.

"Ow." He moaned. "What did I hit?"

"Me." Winter groused.

Australia winced. "Sorry about that."

"We need to keep moving." France interrupted.

America nodded and hesitated, looking at Penny.

"I will carry her out of here." Pyrrha said abruptly.

America eyed her skeptically, noting her pale features. "Injury?"

"Shoulder." She admitted after a pause. "But I can carry her."

America did not comment on the plea in her voice. "Okay. Let's move."

Pyrrha lifted Penny and they hurried to the elevator shaft. Winter created glyphs as platforms and went up first.

"Clear!" she called down.

Pyrrha adjusted her hold on Penny and leaped onto the first glyph, making her way up. America made to follow but heard something from the cell to his left. Ignoring France's half-uttered warning, he hurried over and peered inside, stomach twisting. A young man sat huddled in the corner. He was chained to the wall much like Australia and Romano had been, dressed in tattered clothes and with noticeable grime in his reddish-orange hair. As if he sensed America looking at him, the man curled up into a smaller ball, rattling his chains. America's heart squeezed in his chest.

"Alfred," France called from next to the shaft. "We must go."

America shook his head. "There are still prisoners down here."

France grimaced. "Now is not the time to be a hero, America."

America scowled, eyes never straying from the man. "I _can't_ leave them."

He stepped forward and yanked the door open. As light fell across the prisoner, he shrank in on himself, visibly shaking. America slowly knelt just out of arm's reach, planting a smile on his face.

"Hey." He said softly, and the man flinched like he had shouted. "Hey, it's okay. I'm getting you out of here."

The man lifted his head and America saw something twitch in his peripheral. He blinked at the pink tail and carefully kept his anger in check. The tail was obviously broken, kinked and jagged in a way that suggested it had been purposely healed improperly. Green eyes stared at him warily, but the prisoner did not resist as America grabbed the chains. Quickly, America melted the links, releasing him from the wall. The Faunus stared at the broken chains, then at America again, still mute.

America silently held out his hand. After a pause, the Faunus took it, and America carefully helped him to his feet. The Faunus swayed and grasped his arm, wincing. Abruptly, his knees buckled. America caught him, and the Faunus clung to him, trembling.

"Don't leave me." He whispered, voice raspy from disuse. "Please, don't leave me. I can walk. Don't leave me behind."

"You're _not_ getting left behind." America said firmly.

Green eyes scrutinized him fearfully. Australia knelt on his other side and the Faunus recoiled, pressing himself against America.

Australia raised his hands peacefully. "Sorry for getting in your space, mate." He said. "But I'm not walking that great either. Want to help each other?"

The Faunus hesitated and nodded. He released America and put his arm around Australia's shoulder. In turn, Australia put his arm around the Faunus's waist. America did not comment when the Faunus cringed.

Australia waited patiently for him to get his balance. "Ready to go?"

After a beat, the Faunus took a breath and nodded. Australia helped him to the shaft. Winter must have seen them for more glyphs appeared, creating a makeshift staircase. America watched worriedly as Australia and the Faunus slowly made their way up.

France shifted Romano more comfortably over his shoulders, giving America a disapproving stare. "You truly intend to do this?"

"Yes." America stated as Australia and the Faunus disappeared from view.

France sighed. "So stubborn. We should not separate like this."

"We don't have a choice. You're injured. So is Pyrrha. Winter took a whack to the head. Australia's struggling and helping an injured guy. Penny and Romano are unconscious. You need to _go_." America forced a smile. "What, don't you trust me to take care of myself?"

"No." France stated.

America hid a wince, keeping his smile in place. "I have to do this."

France glanced at Romano's still face and ground his teeth. "If you are captured again, Angleterre will have my head."

"I won't be captured again." America vowed, ignoring Vale's skeptical scoff. " _Go_."

France's jaw clenched and he darted up the glyphs. America waited until he was gone before turning and running back the way they came. The first passage had no other prisoners— only cells with splattered, dried blood— so he quickly moved on.

Different hallways stretched out in front of him and he chose them at random, making sure to create a map of his path on his Scroll. As he ran, he considered how he would get the other prisoners out of here. If they were as injured as Romano or the Faunus, he'd have trouble. He supposed he could rip off a door and rig it into a sled to pull them around—

America smacked into another body. He fell onto his butt with a grunt, looking up and meeting green eyes. He barely had time to register them— and a familiar pink tail— before the Faunus was up and running.

"Who are—?"

The Faunus disappeared around the corner, heading in the way America came. Bewildered, America shook his head, got up, and hurried in the other direction. He noticed a wooden doorway up ahead and grimaced. If he was not mistaken, this may be the center of the Institute that led to every other part of the facility. There were likely dozens of soldiers waiting within.

America would not let them stop him. He'd take out as many as he needed to in order to save these people. At least the element of surprise seemed to be on his side. With a gusto that would make England call him a reckless idiot, America rushed through the doorway, bat out and ready to fire. He paused, focusing on and recognizing the red-cloaked figure within. A grin stretched across his face.

"Ruby!" he called joyously.

The silver-eyed girl failed to respond. She did not even blink. Neither did Weiss, who stood stiffly at Ruby's side with her rapier pointed at empty air. Both stared at nothing with similarly tense expressions, as unmoving photographs. As America approached, they _still_ failed to move or react. Even their chests and eyes were still. Unnaturally so. It was almost like they were statues…

Icy water trickled down America's spine and his instincts screamed in alarm. He swallowed roughly, adjusting his grip on Cobalt Striker, and scanned the empty doorways and shafts that led into the darkness with a bubbling unease. He idly noticed the body of a spear-wielding soldier near one wall, but knew that he was not the only enemy nearby.

"Come out." America said levelly.

Silence met his demand and a bead of sweat dripped down his brow. He considered burning every dark corner in sight but before he could try, someone chuckled. The laugh was short and humorless, the kind a monster gave before tearing its prey apart.

Atlas stepped out of the shadows, neatly poised and with her hands clasped gently behind her back. Her posture was deceptively casual, and her gaze was anything but.

Blue eyes raked over America's features with a mixture of hunger, disgust, and greed, as if she had glanced into a mud pile and discovered a diamond covered with filth. Their gazes locked, and in that moment, America was not a person. Nor was he granted the comparative dignity of being a subhuman specimen in her eyes. To Atlas, he was nothing more than an object to be acquired, an obstacle to be conquered, a _trophy_ to be won no matter the cost. His face must have betrayed his discomfort for Atlas's lips curled into a smirk, oozing with arrogant satisfaction.

"It has been a while, Vale."

 **XXXXXXX**

 **A/N: Don't y'all love cliffhangers? :) :) :)**


	23. Hero Lost in Time

**Warning: Dark chapter. Semi-graphic descriptions of violence and injury.**

 **XXXXXXX**

 **Chapter Twenty-Three: Hero Lost in Time**

 _Atlas looked up at the huge white door in front of her, eyes wide with awe. It was truly a work of art, as white and shimmery as freshly-fallen snow and with her symbol proudly displayed at its top._ _ **Her**_ _symbol, not Mantle's. Atlas's lips twitched and she lowered her head, hiding her smile. Beside her, the Warrior King of Vale chuckled lightly as he mistook her smug smirk for a shy, happy grin._

" _I see you are impressed." He said, hands clasped upon his scepter. "I thought you would be."_

" _Yes, sir." Atlas replied dutifully, and even that small show of respect burned on her tongue._

 _The Warrior King had defeated Mantle— and by extension,_ _ **her**_ _— in the Great War, and yet she had to pretend to be subservient to him. She had to pretend to_ _ **like**_ _him, the man who slaughtered so many of her men and humiliated her forces in battle. It was… infuriating. Atlas refused to be subservient to_ _ **anyone**_ _._

 _She was young, but she was strong. Stronger than Mantle, than Mistral, than Vale. That was why she was chosen to guard the Relic of Creation and not Mantle. The Warrior King— who asked to be called Ozpin— chose_ _ **her**_ _. He saw her potential, thus he knew the greatest Relic would be safe below what would soon be an Academy for Huntsmen and Huntresses._

 _Atlas's lip curled at the thought. Having mercenaries to fight the Grimm was such a barbaric concept. A disciplined military would be more beneficial to her cause. Not a conglomeration of whatever riffraff that thought they could rise from the filth they were born in and enroll in her Academy. The Warrior King said_ _ **Faunus**_ _should be welcome in the school as well. Atlas shuddered at the thought._

 _Truly, Ozpin was delusional. He defeated them and gave them orders on how he wanted the world to change, and yet he expected them to_ _ **accept**_ _it? No. Atlas would not let the Warrior King dictate how her Kingdom ran. If she were to have an Academy, those students would not be wasted fighting Grimm. They would become part of her army, a single, disciplined force that the entire world would fear._

 _Unaware of Atlas's thoughts, the Warrior King smiled at her. "I know this is a lot of responsibility."_

" _I am more than capable." Atlas declared._

 _Ozpin chuckled. "I agree. But Atlas, you are young—" Atlas's heart burned with fury but she kept it off her face. "—and this task will be difficult. You have the potential to be the strongest and most successful Kingdom in Remnant. Others will look to you for guidance. One day, the weight of the world may lie on your shoulders."_

 _Despite her hatred of the smug, foolish man in front of her, Atlas's chest swelled with pride. "I am aware. I will do what I must to keep— keep Remnant safe."_

 _The Warrior King nodded and clasped a hand on her shoulder. She struggled against the urge to remove it with her sword. "Excellent. That's exactly the type of thinking we need."_

 _Atlas blinked, taken aback. "Sir?"_

 _Ozpin's ancient eyes gleamed, and for the first time Atlas recalled just how old the deceptively young man before her truly was. "The other Kingdoms were born in a different age. But you… you are the new solution for this world. You see things differently, and it is that difference that will lead us to victory."_

 _His words played over and over in her mind and Atlas nodded sharply. "Yes sir."_

 _Perhaps Ozpin was not as much of a fool as she first believed. He understood the real threat behind the Grimm and the real battles that must be fought. The other Kingdoms were caught in meaningless skirmishes with the Grimm, but as a Kingdom with few of the creatures, Atlas could see the big picture. Atlas cared little for Remnant, but the thought of rising above those that had humiliated her was tempting. Remnant's safety was a debatable issue, but she vowed to protect herself and her Relic— with the other Relics as a secondary concern— and ensure they would not fall into Salem's hands._

 _Whatever it took._

XXXXXXX

"It has been a while, Vale." Atlas said with the calmness of someone greeting an old friend. She looked around thoughtfully, unwilling to acknowledge the gravity of their history and seemingly oblivious to the two frozen girls in the center of the room. "When was it we last saw each other?" She clasped her hands together in thought, the palms slightly unaligned with her left closed around her wrist while the right kept its fingers free. "Ah, I remember. It was in the Aura Knight's quarters."

She was so…. casual. Distant but polite. As if she had never harmed him. As if she had never decided the loss of his people's lives was an acceptable risk. As if they were not in the middle of a facility meant to brainwash her people. As if two of his friends were not _right there_ , both as still and unresponsive as statues.

And yet it was none of those things that shoved America out of his stunned stupor and lit a fire in his chest, perhaps because he himself could not comprehend such things when faced with her blasé attitude.

"Penny." He whispered. "She has a name."

Atlas eyed him critically, brow furrowed. "'Has'?" Her expression cleared. "Oh, you are speaking of the rogue P.E.N.N.Y. unit. I'll have to locate that defective scrap metal running around my Institute. Thank you for reminding me." She shook her head. " _'Has.'_ What useless sentimentality you bear…"

America's eyes flicked to Ruby and Weiss. They were in the same position as before, having not moved a single inch.

"What did you do to them?" He asked, careful not to mention he knew them. Atlas might already know about their friendship, but if she was ignorant America did not want to give her another reason to target them.

Atlas ignored his question, continuing as if he had not spoken. "You know, that night I was shocked that you could sleep when I was so close to you. I cannot say whether you are brave or foolish." Her lip curled into a sneer. "I should have taken you back then."

"Too bad you didn't." America growled.

As if his words had confirmed something to her, Atlas nodded, lowering her hands. America spotted the sword hanging at his hip and studied the horizontal grooves in its blade, trying to guess what other weapon it became.

"Well, that mistake will not be repeated." Atlas said coolly. Her hand landed on the hilt of her weapon. "I request that you come with me, Vale."

America snorted humorlessly. "Pass. I've had enough of being a prisoner. It's gotten old."

Atlas's expression remained unmoved. "I suggest you reconsider. If you refuse, I will be forced to break every bone in your body and drag you to your room." Her tone never changed as she voiced her threat.

"You can try." America retorted.

Atlas eyed him distastefully and scoffed. "You're a lot braver when there aren't needles in sight."

America repressed a shiver behind a glare. "I guess so. I'd like to see you do better after you were kidnapped and experimented on by an evil tyrant and her cronies."

Finally, the stoic, controlled mask cracked, revealing something malicious that lurked underneath. "How can you be so self-centered?" Atlas demanded. "I am trying to save millions of lives. If you insist on frolicking around, Salem _will_ capture you. I am trying to keep you safe."

"Don't give me that crap." America snarled. "You're trying to save _yourself_ while standing above everyone else."

The mask cracked more and Atlas's mouth twisted into a snarl. "I see how it is. Because I do what others refuse— what _must_ be done, I am the villain in your eyes. How childish can you be?"

America exhaled slowly, keeping his anger in check. "I'm childish? That's ironic coming from you. You're a child playing God, manipulating souls and trying to shift the balance of worlds. When people disagree with you, you throw a fit and hurt them instead of learning and adapting."

"I fail to understand what you are insinuating." Atlas said.

America's temper flared. He reined it in. " _Insinuating?_ I'm not 'insinuating' anything. _Just look around you_." He gestured at the Institute, at the cells just visible down one of the halls. "These are _your people_ that you're _brainwashing and murdering_!"

"If they were truly mine, they would follow my every command." Atlas said coldly. "They would understand me, and support me in my mission to protect the world." Her lip curled. "Instead these ungrateful creatures disobey me. They fail to see my vision. Thus, their imperfections must be erased so they can faithfully represent me."

America stared at her, too disgusted to be angry. "You make me sick."

"Childish fool." Atlas sneered again. "You fail to comprehend my burden. I am the most powerful Kingdom in this world, so it is my solemn duty to defend it." She sniffed. "The other Kingdoms are woefully incompetent, as Ozpin clearly displayed during the breach. He never should have let you out of his sight."

America stared at her, completely unimpressed. "Keep telling yourself that."

Again, Atlas ignored him. "You have one last chance to come with me willingly. If you comply, your time here will be luxurious and peaceful. If you fight…" Her head tipped and her hat shadowed her eyes. "…it will be _much_ less pleasant."

"Wow. That's a hard bargain." America said sarcastically. "I'm going to have to pass."

Atlas scoffed in a way that was reminiscent of an agitated parent dealing with a stubborn, bratty child. "It _is_ a bargain. I can be merciful. You won't be left in isolation. I'll have my men speak with you and your stay will be luxurious." She promised. "But if you choose to resist me, I'll order my men to… _keep you company_." Her eyes glittered. "Maybe once they're done with you, you will be more obedient."

"You think your men can brainwash me?" America challenged.

"No." Atlas admitted. Her eyes locked with his and America was struck dumb by the malice lurking in them. "And I never said anything about brainwashing. Such tactics would be too merciful."

America's skin crawled. _What does_ _ **that**_ _mean?_

" _Please don't let her catch you. I don't want to find out."_

America barely kept himself from jumping. _Hey, Vale. About time you had input. Got any advice?_

" _I've never fought Atlas. I don't know much about her."_ Vale's voice was noticeably apologetic.

 _Great._

Even as he asked her, America's focus never fully diverted from his enemy. He saw Ruby's red cloak in his peripheral and thought back to his other encounters with Atlas's forces. As much as he loathed the idea, he knew he had to act before Atlas got the idea to use her hostages. He grabbed the fire burning inside, bringing it closer to the surface.

"You're going to lose everything, Atlas." He said calmly. "And it'll be your own fault. Your Institute won't stay secret forever. And once the people find out what is happening, they're rebel against—"

America drew heat into his hand and he threw a wave of fire at Atlas. The nation's eyes widened and she leapt backwards, away from Weiss and Ruby. America shot at her, following up with a bolt of lightning, and she pulled out her sword, blocking the bullet and dodging the blast.

America swung his arm in an arc, shoving her down the hall and past the spear-wielding soldier's body with wind, and successfully got her further away from Ruby and Weiss with every attack. He could not let her use them as hostages. He knew she would given the chance. Not to mention Ruby and Weiss were likely under her Semblance. Enough distance should break them free of her hold. He hoped.

He saw an elevator shaft up ahead. Perhaps increasing the distance would not be as hard as he thought. A bullet flew at America and he blocked it, only for his bat's weight to decrease. He stumbled, surprised by the change, and Atlas dove in, swinging her sword at his head. America blocked the blow, noting the blade was also a revolver. The Gravity Dust's influence faded and he swung at Atlas. Their weapons locked and they strained against each other. America briefly took in enraged blue eyes but jerked his head forward, striking her in the cheekbone.

She grunted and dragged her sword down the bat, smashing it into his wrist. His Aura protected him but the force made his grip waver and she kicked him in the gut, sending him sprawling. America twisted, legs swinging, and caught her in the side of the leg. As she wavered, unbalanced, America grabbed his enemy and jumped.

They plummeted down the shaft and he twisted so Atlas fell first. They crashed through the top of a metal elevator, slamming into the floor. America's chin struck Atlas's nose and she cried out, losing her breath as her back smacked into the framing. As they both lay there, stunned, the chains holding it in place creaked menacingly.

Atlas's eyes focused and her head met America's chin, sending him staggering. Rather than press her attack she jumped up to the top of the elevator, grabbing the chain. America grabbed her ankle, twisting it and she fell back into the elevator. She lashed out, kicking him in the side of the knee and his leg buckled. Again, she headed towards the chain but America smashed her into the side of the elevator.

"You keep trying to leave." he panted. "What's the matter? Are we almost out of range?"

Atlas snarled at him, pressing a button on her sword. The blade broke into pieces, held together like a thick wire-like string. Atlas swung the segmented weapon and it gave a whistling _crack_.

America snorted. "A blade whip. Why am I not surprised?"

The bladed whip flicked towards him and the air itself screamed. America deflected it, relieved that the small area seemed to hinder its usage rather than enhance it. Despite its apparent length, the whip-like part was stretchy, and could enough to easily entrap him. America ducked and the whip tore through the side of the elevator, leaving reddened metal behind. It was heated too. Noted.

Again Atlas slashed, cutting off a bottom corner of the elevator and leaving a gaping hole. America dodged another slash and heard the elevator creak. He dove below Atlas's slash, sliding briefly, and kicked her legs out from under her. Before she could fully fall, America shoved her. She fell back, arms flailing, and disappeared through the hole.

America immediately climbed to the top of the elevator and slashed through the chains holding it. The elevator plummeted as something clasped around his ankle. His weight and Atlas's fell onto one arm, nearly yanking it from its socket, and he kicked her with his free leg as they swung over the shaft. Atlas should not have been able to climb up so quickly. So how did she—

He thought of Weiss and Ruby's frozen forms and realization dawned.

 _She can freeze time_.

" _Most likely just individual objects and people she focuses on."_ Vale corrected quickly. _"Nations probably drain her Semblance faster. And since you're technically_ _ **two**_ _she can't use it as effectively against you."_

America kicked Atlas again but the nation refused to let go. Instead she attempted to stab him in the leg, hacking at it with the viciousness of a butcher.

 _A cleaver is more fitting than a sword._

America lashed out and shoved her with a mixture of wind and fire. She released him, falling briefly, but caught the chain, clambering up. America blinked and she appeared to teleport, coming steadily closer.

America twisted and cut the chain. Atlas's eyes widened as it fell away but she launched herself to the side, stabbing her sword into the wall. She slid to a halt and looked up, eyes blazing. Slowly, she climbed back up. America sent a lightning bolt down and quickly ascended back to the previous level. He cut the chain, throwing it down with all the force he could muster. There was the sound of metal slicing through metal, much closer than he thought it would be.

America scanned the shaft, looking up into the darkness, and cursed. _I can't collapse this on her without collapsing everything else._

" _Then keep blasting the hell out of—"_

America's vision was filled with blue and Atlas's sword struck his shoulder. He gasped lowly, feeling the bones creak, and Atlas threw him back with a pulse of Wind Dust. America rolled to a halt and realized he was back in the room with Weiss and Ruby. He glanced at the Huntresses in a panic in time to see Ruby's finger twitch.

 _Atlas is losing her hold,_ America realized.

" _Her Aura must be low. Go!"_ Vale cried.

The air shrieked and America dodged the whip. It struck the floor and shattered the stone into pieces. Atlas flicked the whip and America saw a red glint. She swung her arm and flames burst form her weapon, but the attack completely missed America. The wave of fire roared towards his frozen friends.

America gathered it in a swirl of wind, guiding it away from his allies and throwing it back at Atlas. She dove to the side, rolling, and cracked her whip. America evaded her swings, forced to block as they crept closer and closer to Ruby and Weiss. One shot nearly struck Weiss in the forehead.

"You're a _coward_." He snarled.

"I'm a pragmatist." Atlas scoffed.

She stabbed her blade into the ground, sending rocks flying, and America stumbled. The whip wound around his right shoulder and his throat, the blades pressing against his skin. He gasped, instinctively pulling at the wire. Heat bubbled up around America and he realized it was not Fire Dust but volcanic, the kind he briefly saw in the Tournament. It burned at his Aura and he cried out despite himself.

" _Ice!"_ Vale shouted.

America grasped the sword and desperately grasped the cold he wanted to avoid. It seemed to pierce his very soul, crackling through his veins and making his chest ache. Yet it _worked_. The whip iced over and with a single yank, America broke free. Atlas gaped at her broken weapon and America rushed her, covering his body with lightning as he swung his bat. It hit Atlas in the head, sending her staggering, and her Aura flickered dangerously, close to being gone.

Atlas realized it as well and her eyes widened. " _ **No**_."

America's vision went hazy and when it cleared, Atlas was there, sword-tip in one hand and revolver in the other.

His vision hazed and her revolver smashed into his head.

Again it hazed and he fell to the ground, back aching from an unseen strike.

Another, unstoppable blow sent him sprawling and blood dripped onto the floor.

" _Hold on!"_ Vale begged him between blows. _"She has to run out of Aura soon. Just hold on!"_

America blinked and suddenly Atlas had the dead soldier's spear. She pressed it against his abdomen, and America felt a prick of pain. Before his eyes, a bead of blood appeared. When had he run out of Aura?

" _Oh Gods."_ Vale breathed.

America did not have time to respond before agony ripped through him. His vision fogged and when it came back, he had a moment to register the spear was deeper inside him before he faded away once more. Between his bouts of hazy obliviousness wrought by flashes of being frozen in time, Atlas slowly shoved the spear into his stomach, expression twisted with malice. Strands of black hair fell into her face and America distantly noticed she had lost her hat sometime during the fight.

"How does that feel?" Atlas asked in a professional tone more appropriate for a doctor asking about an ache. "I thought it was appropriate, considering your _other_ defeat at that human's hands."

She did not give him time to respond, freezing him again as she continued her work. After the spear sank four inches into America's flesh, Atlas's own Aura flared and she stopped freezing him, allowing him to fully experience the injury. America refused to whimper, clamping his mouth shut to prevent the slightest pained gasp from escaping. His legs jerked as Atlas twisted the spear, shoving it deeper into his body. She watched him squirm for a while, expression mostly closed. Only her lips twitched. She did not grin sadistically, keeping only a small, cold smirk.

"Do you _see now?_ " Atlas snarled. "I'm better than you. I'm stronger than you. I _won_. _I'll_ save this world."

Again she twisted the spear and America's body spasmed, contorting in pain. A lance of agony ripped through him and he faintly realized the spear had exited his back. Blood bubbled from the corner of his mouth but as he registered her claims, he forced air past it, glaring at Atlas.

"You'll… never… _be the hero._ " He rasped.

Atlas's face contorted into a murderous expression. She grasped the spear with both hands and ripped the weapon free. America held back a scream, arms twitching over his stomach to clutch at the wound. Ignoring his attempts, Atlas calmly lined up the spear next to the first injury.

"Beg." She demanded. " _Beg me_ for forgiveness! _BEG ME TO STOP!_ "

Despite the pain, America managed to grin at her mockingly. Atlas's face slipped into a cold mask and she slowly impaled him again, taking her time. She knew he could not die, so she was content to torture him to death unless he gave in to her and admitted she was right. America kept his expression as neutral as he could and suffered in silence, determined not to give her any reaction.

Atlas tore the spear out of the second wound and directed it at his stomach again, close to his navel. She pressed down, breaking through the skin, but America still refused to scream. The bloody hands holding the spear quivered with rage but Atlas kept her assault agonizingly slow, daring America to plead for mercy. He kept silent and expressionless even as he held back a scream, only giving the occasional shudder. Once the spear was all the way through, Atlas leaned forward, breath tickling his ear.

"When you wake up, I'm going to cut out your tongue." She vowed. "And every day, every _hour_ , I'll have my men come into your cell and stab you _just like this_ over and over until you _beg_ for my forgiveness. You'll wish for death, but you will _never_ receive it. I don't need you healthy. I don't need you _sane_. I just need your body for what it has inside of it."

Her fingers cradled his cheek with deceptive gentleness, but quickly dug into his skin with vicious possessiveness. The hunger in her eyes was back, and blue burned with the desire to see him broken and weeping at her feet. America refused to flinch or look away, quivering in silence as he glared at her.

Atlas scoffed derisively. She released him and stood, leaving the spear stabbed through her victim. America weakly pulled at the weapon, unable to yank it out. Desperation took hold and he stared pleadingly at Ruby and Weiss's unmoving forms. His hands trembled as he futilely reached for them, swallowing their names before he could call out to them.

Atlas's smug voice reached his ears. "Oh, are you looking for help from your friends? They _are_ your friends, are they not?" Her voice lowered, pleasant and serene. "Well, even if they are they won't help you. How disloyal of them... Would you mind if I killed them?"

America could not answer. Nor could he muster the will to. His vision wavered and he let his hands fall uselessly to his sides. He was weaponless, Auraless, and pinned to the floor like a flightless bird, and he slowly understood there was nothing he could do. Ruby and Weiss were there but he might as well be alone. No, he _was_ alone, and there was no rescue this time.

America closed his eyes and heard the tap of Atlas's boots as she stopped beside him. He felt her foot brush his side as she exhibited her superiority over him with her presence alone. Instinctively, his fists clenched, and amidst the sticky slickness of blood, he felt the metal ring on his finger.

And just like that, his mind cleared.

When Vale's voice sounded in his head, she was perfectly calm. _"Use the ring."_

America shoved his pain away and threw himself upward. He felt the spear rip through his body and out his back but forced it further into him, dragging himself up the shaft. Atlas's stunned eyes locked with his and he grabbed her exposed neck with his right hand, pressing his forefinger against her skin. She howled and shoved him away, clutching at her throat. America saw beads of blood slip down her neck, staining her collar. The needle had done its job.

Yet Atlas did not fall.

" _What is th_ _is?!_ " Atlas screamed, chest heaving. " _What did you_ _ **DO**_ _?!_ "

She stumbled, clutching at her neck, and continued to shriek. Abruptly she halted and hunched over, vomiting onto the floor. Speckles of red glittered among the bile.

" _The cyanide isn't working properly."_ Vale said tightly, sounding ill. _"It must be faulty."_

Crazed blue eyes glared at America and Atlas lunged. She grabbed the spear and tore it from his flesh, kicking him in the stomach. He finally screamed, unable to hold back his pain as agony tore through his abdomen. Sweat poured down Atlas's face and her pupils were no more than pinpricks but she grasped the spear and stabbed America in the side.

" _I gave you everything!_ " she shouted. " _Power!"_ The spear sank into the area above his hip bone. _"Duty!"_ It plunged into his spleen. _"A_ _ **soul!**_ _"_ It stabbed into his abdomen, and there it remained as she knelt on him, her face mere inches from his. _"_ _I gave you a GIFT! I_ _ **CREATED**_ _YOU! YOU OWE ME_ _ **EVERYTHING**_ _, VALE!"_

America could not speak. Blood filled his throat and lungs and he coughed, feeling it splatter on his chin. So instead of talking, he looked into her eyes, and silently shook his head once. His message was clear.

Atlas's gaze darkened and she ripped the spear out of him, rising to her feet. America's eyes fluttered but he fought against unconsciousness, focusing on his enemy. But his enemy was no longer focused on him.

Coldness that had nothing to do with his injuries trickled through his body as he slowly realized where she was looking.

 _Don't…_

He could not voice the plea.

He knew it did not matter.

She would not listen.

Atlas steadily aimed her revolver at Ruby's head, features calm but eyes wild with a burning rage. Her finger compressed on the trigger and the gun clicked, giving America the briefest moment of hope—

She tossed the empty gun aside, raised the spear…

…And threw it right at Ruby's chest.

XXXXXXX

Ruby heard the clash of metal on metal.

Someone was fighting.

Then there was nothing.

Then more fighting.

Then silence.

Then fighting?

She slowly registered that she was floating in a haze, and while a part of her was bewildered, another part scowled. She should be in the fight, not standing around and listening.

A finger twitched.

She faded.

"—better than you. I'm stronger than you. I _won_."

Haze.

" _Beg!_ Beg me for forgiveness! _BEG ME TO STOP!_ " a cruel voice demanded.

Someone was in trouble.

She had to move—

Silence.

"— _ **CREATED**_ _YOU! YOU OWE ME EVERYTHING, VALE!"_

Vale.

Vale was Alfred.

Alfred was Vale.

Alfred was here?

Ruby struggled against the haze, and felt her fingers twitch. They were warm, while the rest of her body felt bitterly cold. She tried to grab the warmth and guide it through her limbs, forcing back the cold haze that stole her senses. Slowly, memory returned of fighting a soldier and turning on a shadowy figure. Her vision cleared—

—in time to see Ciel Soleil— _Atlas_ — throw a spear her way.

Everything except Ruby's arms, face, and eye were still cold, still numb, still _frozen_.

She could not move.

She could not dodge.

So as she struggled to raise her arms, she shut her eye and prayed her Aura could take the hit—

 _ **Squelch.**_

Ruby had fought enough battles to know the sound of metal piercing flesh. Yet there was no sudden pain. There was no shocking numbness or lance of agony. She was not hurt. Ruby slowly opened her eye and her mind went blank.

She saw—

In front of her, she _saw_ —

 _Black and white and grey and red red red red red red red red red red_ _ **red**_ _—_

"Heh." Qrow chuckled. "I made it."

The spear was stabbed clean through his body, its bloody tip protruding from his abdomen. Ruby stared at the weapon and dripping stream of blood, and slowly raised her gaze to Qrow's face, unable to comprehend what she was seeing. Her uncle reached out and gently ruffled her hair, like he always did.

He smiled, and the corners of his blood red eyes crinkled with joy. "I made it."

Red eyes closed, and his hand slipped from Ruby's head. He fell to his knees and Ruby lurched forward, catching him before he could fall to the ground. His weight rested heavily upon her but she did not let go, clutching at him. She felt something sticky and looked at her hand.

Her palm was covered in crimson.

"Uncle Qrow?" Ruby asked, voice small and distant to her own ears.

Qrow was silent.

His eyes were closed.

His body was heavy in her arms.

His blood was on her hands.

Ruby distantly heard the clash of metal on metal. She stared past her uncle, blinking in bewilderment. Kiku was there. He was fighting Atlas. Feliciano was there, crouching next to something and crying. Blue. And black. And blond.

Oh. It was Alfred.

Alfred was there. He was laying in a puddle of his own blood. He was not moving.

Just like Uncle Qrow.

"Uncle Qrow." Ruby insisted. "We need to fight."

Qrow was silent.

His eyes stayed closed.

His body was heavy in her arms.

His blood was on her hands and her wrists.

"We need to fight, Uncle Qrow." Ruby repeated, voice distant and small to her own ears. "So you need to stop pretending to be asleep." She sounded… childish. But she wasn't childish. She wasn't ignorant. She was fine. Everything was fine.

Qrow was silent.

His eyes stayed closed.

His body was heavy in her arms.

His blood was on her hands and wrists and her sleeves and her skirt.

"Hey." Ruby said, _calmlyquietlychildishly_. "You— You need to stop pretending. This isn't funny. You can stop now."

Qrow was silent.

He did not wake up.

He was not pretending.

He was limp and cold to the touch.

Too much of his blood was on Ruby's hands, and her wrists, and her clothes, and the floor.

Ruby knew.

 _Check for a pulse,_ a part of her begged.

He was so pale.

 _Check._

He wasn't moving.

 _Check…_

He was bleeding, a dead-weight in her arms—

A keening wail tore free of Ruby's throat. Someone gasped beside her but she ignored them— _Weiss,_ she noted distantly. _It's Weiss. When did she get there?_ — and carefully maneuvered her uncle so he laid on the floor. Something _cracked_ and she instinctively reached under him, pulling out the broken pole of the spear. She stared at it, and her gaze slowly drifted to the one who threw it.

Atlas faltered under Kiku's fierce assault, skin covered in sweat as she wavered. Ruby idly noticed the glinting tears on the black-haired nation's cheeks but soon forgot about it. She forgot about him. She forgot about Feliciano, who still sobbed next to Alfred. She forgot about Alfred, who lay still and silent in his own large pool of blood. She even forgot about Weiss, who might be talking to her, her words a faint, indescribable buzz. She even forgot about Qrow, whose body lay still and silent and bloody at her feet.

But not Atlas.

She didn't forget Atlas.

She never forgot the **Enemy.**

Ruby's eye **burned** **.**

Logical thought deserted her.

Her shock vanished.

Her numbness faded.

Even her sorrow burned to ash.

All that survived the boiling inferno was **RAGE**.

Ruby's vision turned silver.

 **XXXXXXX**

 **A/N: It's really weird. I had this entire sequence planned out for a long, long time, (almost since the beginning of this series so pre-V5) but then something similar happened in the show. When I saw it I was like "Really? They did that? Huh. I'm not changing mine. :P"**

 **Anyway, you can thank diswasher1910's "RWBY doodle: Light at the End" for inspiring that scene. I know they'll never read this but thanks for the inspiration and your art is awesome!**

 ***swims in the tears of the readers* Oops.**

 **See you Wednesday!**

 **Yes, I said Wednesday. :)**


	24. Useless Italy

**Chapter Twenty-Four: Useless Italy**

Sometimes, Blake wondered why they bothered to plan anything. Missions always tended to fall into disarray sooner or later and this one was no different. Their group was fractured. She, Sun, Oscar, Flynt, Jaune, Nora, Ren, Arthur, Matthew, and Ivan were the only ones still together. Qrow, Kiku, and Feliciano had raced after Ruby and Weiss, who had gone after Neon, while Pyrrha was who-knew-where in the facility. Yang had caught up to them but the others were still missing. It was stupid of them to split up, but it was too late to stop it.

Blake could only hope they would find each other soon.

"Look out!"

Blake barely caught a glimpse of a black visor before Sun jumped between them, beheading the Atlesian Knight with a single swipe. He shot it in the chest for good measure and the sparking robot stopped moving. Dark eyes glanced Blake's way.

"You okay?"

"I'm fine. I could have handled it." Blake snapped. "I _don't need your help_."

Sun wilted. Blake ignored him, shooting another soldier in the knee. He crumpled and a kick to the head kept him down. Ivan bisected the last robot with a wide slash of his axe, leaving the hallway empty of foes. More thudding footsteps shook the ground and she raised her gun, but Ren grabbed her hand, forcing the weapon down.

"Wait."

Before Blake could ask, a colorful group that was definitely not soldiers came into view. Jaune instantly rushed over to Pyrrha, white light pulsing over his hands as he frantically looked over her visibly battered frame. Matthew lowered his weapon, tears gathering in his violet eyes.

"Francis!"

Matthew threw himself at the blond-haired nation, embracing him. Francis staggered, pain flashing across his pale features, and Blake saw he was carrying someone. Matthew immediately let him go and helped him lower the other man to the ground. His joyful expression vanished, replaced by one that made Blake look away.

"Lovino…"

Blake risked a glance at the still man— nation?— and winced when she saw he was unconscious. She surveyed the entire group, spotting injuries on a majority of them, and her heart sank. She spotted a couple more unfamiliar faces and guessed the one hovering near Arthur was Jett.

Unintentionally following her gaze, Matthew looked to the brown-haired man as well. "Are you alright, Jett?" he asked, confirming her assumption.

"Never better." Jett claimed, but the pained tension in his jaw said otherwise.

"Where's Alfred?" Arthur asked immediately.

Francis chuckled weakly. "Thank you for your concern, Arthur."

"Concern? As if I'd ever feel worried about you." Arthur scoffed. "I knew you'd be fine, frog."

His tone was callous but Francis's eyes softened. "Alfred is downstairs. He's freeing more prisoners."

Yang stilled, violet eyes wide.

"You left him _alone_?" Arthur exploded.

The green-eyed, brown-haired man—Jett, er, Australia?— put a hand on his arm, using the other to support yet another man Blake did not recognize. A pink Faunus tail twitched and she realized this was one of Neon's family members, likely her brother. Yet Neon was nowhere in sight…

"He might have run into Ruby, Weiss, Neon, Qrow, and the others." Jaune interrupted quickly. "They were headed down, last we knew."

"Weiss?" Winter asked sharply.

"She's okay." Blake reassured her awkwardly.

Piercing blue eyes locked with her yellow and Blake froze but Winter inclined her head, glancing back at Pyrrha. Blake saw a glimpse of a familiar grey skirt on the champion's shoulder but could not clearly see the person she carried. Where had she seen that design before?

"We have injured with us…" Winter said.

"We can't leave." Arthur snapped.

Winter frowned at him. "I was not saying we should. My sister is still here."

The two glared daggers at each other. A voice in Blake's mind that sounded a lot like Yang whispered about Ice Kings and Queens waging war. She ignored it, leaning to the side so she could look at who Pyrrha was carrying. The orange hair and bow were an immediate giveaway.

" _Penny?!_ " Blake cried.

"Later." Arthur snapped before Nora could do more than gasp. "We need to locate the others and get out."

Jett shook his head wearily and sighed. "Back down we go."

XXXXXXX

Italy knelt by America's still body, sniffling softly. He heard Japan fighting Atlas behind him but made no move to help. If he did, he would only get in Japan's way, so he left the fighting to the other nation. Instead, Italy gently brushed a bloody lock of hair away from America's pale face and gripped a limp, bony hand in one of his. He knew that America would heal. He did. But seeing the normally lively nation so unmoving and silent tore at Italy's heart, and the injuries themselves made him queasy.

America's stomach was more comparable to butchered meat than flesh. Italy tried not to look at the horrific stab wounds in his abdomen yet his gaze kept going to them, attracted to the gore through a sick sense of bile fascination. Italy had seen such injuries before but it never got any easier. It never failed to churn his stomach and make him want to gag and cry.

America should not be still and silent on the floor, in a puddle of his own blood. He should be up and fighting Atlas, declaring himself the hero as he beat the sadistic villain. Yet he was not. He was here. He was injured. He was unconscious. He was on the floor, while Japan attacked his assailant with a burning rage Italy never knew the stoic nation was capable of.

The fingers in Italy's grasp twitched. Brown eyes snapped up to meet dull green and blue. America was still _conscious_? Italy's gorge rose but he refused to give in to weakness and look away. He would not deny America the small comfort of his presence, yet Italy could not seem to find his voice, or even attempt to smile. In return, America did not flash a grin or try to speak either. He was likely unable to, only able to stare at Italy with pained mismatched eyes. He could not say a word, but his face said it all.

Confusion melted into a frailly hopeful look, but the pain never fully fled America's ashen features. Unable to speak past the lump in his throat, Italy silently patted the younger nation's hair again. America's eyelids fluttered, slipping closed. They opened too quickly for Italy to hope he had passed out.

Italy swallowed. "It's okay to fall asleep." He whispered. "Japan is fighting Atlas. She won't hurt you again."

America looked unconvinced. His arm twitched and agony twisted his features. Italy slowly realized his wounds were not as instantly fatal as they looked. It could take days for America to finally slip into a coma, his healing factor unable to efficiently combat the injury until he was unconscious. America must have realized it too for when he looked at Italy again, his eyes were pleading. Italy's stomach shrank in on itself. He could not magically heal America. He could not wish the injuries were gone. He could not take away his pain.

Except, he _could_.

America was suffering. Italy knew he would suffer for a while. So they could either carry him around as he waited to fall unconscious in silent agony, or… or finish the job and let him heal in peace. But surely America was not asking Italy to—

Mismatched eyes shifted and Italy followed America's gaze to the sword at his hip. They flicked back to Italy, and the fingers in his grasp squeezed his. The pressure was so weak it could be comparable to a puff of air. America was injured. He could not fight. He could not defend himself. He could not assist them. He was… _useless_. All he could do was suffer and watch as he waited for the inevitable. And he knew it. They both did.

Again, Italy looked at the awful wounds on America's abdomen. Didn't Ruby say it took _days_ for Neo to die from similar injuries? America would survive, but now he was _suffering_. Now, he was waiting to slip away with that unconsciousness as his only respite. Italy could give him peace.

He'd survive. He'd come back. He'd just be asleep for a while.

Italy slowly unsheathed his sword with trembling hands, adjusting it into its pistol form. America's eyes softened and his strained features relaxed. This was what he wanted. He'd be at peace.

He'd survive. He'd come back. He'd only be asleep for a little while.

Italy put the gun to America's temple. His hands still shook. He tried to hold the gun steady but his limbs refused to cooperate. What would Germany do in this situation? Italy knew. It… gave him some comfort. Germany knew America would not die. He would come back. He would only sleep while he healed.

Italy's hand stopped trembling. America's lips twitched and his eyes slipped closed. His bloody chest still heaved, his muscles were still taut with pain. Italy was useless. He did not help on this mission. He tagged along and forced everyone else to take blows for him. He could not do much in a fight. But he could do this.

His finger compressed on the trigger.

America's chest stilled.

Someone screamed.

" _WHAT DID YOU DO?!_ "

A glyph appeared below Italy and he was thrown backwards, away from America's unmoving form. His weapon clattered to the floor and slid away. Once he stopped flying, he pushed himself up, but more glyphs locked him in place. Weiss halted in front of him, rapier pointed at his face and tears in her eyes.

" _What did you DO?_ " she screamed again, voice hoarse with tears.

Italy blinked and felt water trickle down his cheeks. "He was suffering. He can sleep and heal now."

Weiss stared at him mutely, eyes going round, and her sword fell to her side, pointing uselessly at the ground.

The world exploded.

Silver light blinded Italy, burning his retinas, and he cried out, falling back as he clutched at his face. The light was _hot_ , though it did not yet burn, instead chafing at his skin like it wanted to boil it away layer by layer. It roared around him like volcanic ash, wild and uncontrollable, and for a moment, Italy feared it would burn his very soul to dust.

Then the silver receded and allowed Italy to see its source. His heart leapt into his throat and he could only watch numbly as Ruby _threw_ herself across the room at Atlas, eye blazing a monochromatic silver. Atlas's surprised look melted into one of arrogant amusement and she let the girl come—

Silver light flared.

And Atlas gaped at the stump that used to be her right arm.

Italy, Weiss, and even Japan froze and gaped as well, watching the blood drip from her shoulder and onto the floor. Atlas did not scream, but her skin blanched, her eyes growing round with dawning comprehension.

The light from Ruby's eye _pulsed_.

Atlas threw herself aside, barely avoiding the blast, and kept moving to the right, seemingly trying to stay in Ruby's blind spot. The silver-eyed girl did not care for that. She burst forward in a storm of rose petals, appearing before her foe, but rather than disintegrate her enemy's head, she pointed Crescent Rose's war scythe form forward like a spear. The scythe slashed Atlas in the side and she gritted her teeth.

In a blink, Ruby was face-to-face with Atlas. Again, the girl's glowing eye did not rip Atlas to shreds. Instead, a cruel, wide grin stretched slowly across her face, showing every single one of her pearly white teeth.

Metal _clunked_ and Atlas dropped, the blow that would have bisected her missing her head by an inch. Still grinning, Ruby swung her scythe down, and its blade stabbed deep into the ground when Atlas rolled out of the way. Ruby twisted, using the pole as support, and kicked the nation in the chin, snapping her head back. Her shark-like grin widened and her features distorted into something _inhuman_.

Silver light flared and Atlas _screamed_. Blood splattered over her face as her right ear turned to ashes. She clutched at the wound with her remaining hand and for the first time Italy saw _fear_ in her cold blue eyes as they locked onto Ruby's grinning face. Atlas took a step back, then another, as Ruby watched her with her wide, unnatural smile.

Atlas backed up another step.

Another.

Another.

And then she turned on her heel and fled, disappearing down the hall. Ruby watched her go and calmly removed her scythe from the ground. Her gaze focused on the pathway her enemy had retreated down, and Italy had the sinking feeling that even if she could not see Atlas, she knew _exactly_ where she was.

Then Ruby took a measured step forward.

She took another, equally paced step.

Then another, just a _bit_ quicker, as if she _knew_ her prey would never be able to escape her. For the first time, her scythe's connotations as the weapon of a reaper suited Ruby, and Italy could not be more horrified.

Weiss, evidently felt the same. "Ruby?"

The reaper paused.

Her head turned with calculated slowness, like a monster smelling its next meal, and a monochromatic silver eye glowered at Weiss.

The former heiress remained calm, on the outside at least. "Ruby, you can stop." she said levelly. "Atlas is gone. You can _stop_."

Ruby said nothing. Her smile vanished. The neutral stare was almost worse than the smiles, because Italy had never seen such a look on the cheerful girl's face before. The smiles were wild and unnerving. The neutrality was _aware_. It was not the look of a feral beast, but of an intelligent _monster_ , one who knew of its surroundings perfectly well. But surely it was because Ruby recognized her partner. Surely she remembered her friend. Surely—

Silver light pulsed.

Weiss threw herself aside, using her glyphs to shoot across the floor as the light bent and weaved, pursuing her like a shark smelling blood. Ruby vanished in a blur of rose petals and appeared directly in front of her partner, scythe raised and the psychotic grin back on her face.

Italy's stomach dropped. "Ruby, _**NO!**_ "

The scythe struck Weiss in the side and her Aura flared and faded away, shattered under the blow. The former heiress smashed through the wall head-first with a thunderous _crash_. Stones and dust rained down around her, blood soaked her white hair, and her body went limp, partially covered by the debris.

Ruby ignored her fallen partner, and her silver eye moved on to Italy. Terror froze his limbs in place and he knew he had no hope of running. Ruby smiled with too many teeth and stepped towards him. She paused as Japan shifted between them.

" _Stop_ , Ruby!" Japan demanded.

A burning silver eye locked onto him.

Ruby vanished, appearing with her scythe mid-swing. Japan blocked the blow, leaping backwards as the silver light flared. He rolled beneath its ravenous tendrils and blocked a shot with his katana. Japan landed firmly and settled into a balanced stance with his weapon held in both hands.

"Ruby, please. I do not wish to fight you."

Ruby did not reply. She launched herself at him, splitting into three swarms of rose petals and reforming behind him. Japan twisted and deflected her blow, transforming his weapon as he blocked, and shot her directly in the stomach. Ruby staggered, and her smile faded, becoming a furious snarl. Like a feral animal, she pounced, attempting to impale him with her war scythe, and when he dodged, she angled the blade upward and tried to take his head.

Japan blocked and evaded her strikes, expression neutral, and his calmness only infuriated Ruby further. She caught him between her blade and her body, her scythe at his back, and her silver eye pulsed. Japan jumped in an attempt to evade her—

Blood splattered on the ground as Japan's leg disintegrated.

He did not scream, though his skin drained of color, the suddenness of the wound so great that perhaps he felt nothing at all. Italy could only watch as his friend fell in a heap, having lost everything below his left knee. Before Japan's hands could do more than twitch towards the wound, Ruby's grin returned. Her eye burned with silver fire and the wing-like tendrils reached out, stroking the nation's shoulder.

The light left bloody trails in their wake, having stripped away skin where they touched him. Japan shuddered but remained stubbornly silent, and Ruby's— How could this be Ruby? _How?_ — scowl returned.

She looked at his chest, leaning in close, and Italy knew the next attack would leave Japan incapacitated or comatose. Except… if Ruby wanted that she could look at his head. Instead she left bloody streaks on his chest, and arms, and remaining leg, stripping away bits and pieces of his flesh as he _writhed_ beneath her. She was… _torturing_ him.

Italy grabbed his pistol and aimed.

"Leave him alone!" he shouted and fired.

The shot hit her in the back of the head and successfully caught Ruby's attention. The girl immediately ignored Japan, focusing on the person currently providing the most resistance. And despite having just fired the shot and being the only uninjured person in the room, it took Italy ten heartbeats to realize that person was him.

Italy's hands shook and he fired again. The shot went wide as Ruby disappeared into rose petals. Italy uselessly fired at the swarm, but he may as well be shooting a a cloud for all it affected her. In an instant, Ruby appeared in Italy's face and his breath froze in his chest. She grinned— cruelly, sadistically, _monstrously_ — and leaned in close so they were nearly nose to nose. His heart in his throat, his face covered in sweat, Italy dare not look away. He dare not try to look past her at Japan. He could not let her resume her attack on his friend— or worse, Weiss. The nations could recover lost limbs. The girl could not.

Ruby would never forgive herself if she maimed her partner.

She might never forgive herself regardless.

So as silver light flared around Ruby's glowing eye, Italy did not try to flee. He did not try to distract her, or fight. Italy was useless. He was ineffective. He was not a fighter anymore. He was weak. He could not do anything right. He might as well not be there.

But he could do _this_. He could provide a tiny distraction so hopefully someone else could stop Ruby. At least she did not seem to realize his stupid and probably useless plan. As far as she was concerned, he was an obstacle. And all obstacles must be _erased_.

Silver light crept towards the Italian's heaving chest and he shut his eyes, bracing himself for the pain.

It never came.

Italy cracked his eye open to see silver light. The tips of the wings were inside his chest, yet there was still no pain. It had… gone through him?

Italy's breath hitched and he smiled tremulously. "Ruby—?"

The girl's enraged scowl erased any possibility of her having regained her mind. Her silver light jabbed at Italy, piercing through his chest like daggers, but he did not turn into ashes. Ruby stepped back, eye wild and teeth bared, and swung her scythe. Italy flinched, squeezing his eyes shut again, and felt air rush through him. He hesitantly opened his eyes and noticed the scythe's position on his other side.

It should have bisected him. Instead it had passed through him harmlessly. _How?_

Ruby _shrieked_.

The sound was like a mix of a dentist's drill and nails on a chalkboard, something that should be impossible for human anatomy to make. It tore through Italy's head and he clutched at his ears, reminded terribly of the sounds some injured Grimm made. Ruby lunged for him scythe-first and passed straight through his stomach, falling to the ground in a startled heap. For a moment, she appeared stunned, but the monstrous rage returned and she dove at him again.

Italy stood stock-still as she went through him, afraid to move and undo whatever magic was protecting him from her attacks. Ruby did not let up, and Italy saw she was literally frothing at the mouth as she failed to kill him. She was… like an _animal_.

And eventually she would turn on someone she could kill.

Italy swallowed roughly and raised his sword, praying he would not mess this up like he always tended to do. Ruby dove through his stomach and he turned, and brought the hilt of his sword down on his head. Silver eyes flickered and Italy spotted a pinprick-like pupil before they slipped closed. Ruby crumpled to the floor, her scythe clattering next to her, and silence fell over the chamber.

Italy breathed heavily, sword raised as he waited for another attack, but it did not come. He slowly lowered his blade before racing to Japan's side. The Asian nation's eyes were closed and his skin was a sickly white. Panic bubbling in his chest, Italy knelt next to his friend, shaking his shoulder. Dark eyes fluttered open and Japan winced.

"Italy-kun… What…?"

"I stopped her." Italy said, and the tears finally came, dripping down his cheeks.

Japan stirred slightly and looked at the fallen red-cloaked girl before looking back to Italy. "Weiss."

Italy understood the tired request. He sniffed and nodded, leaving Japan's side and hurrying to the former heiress. He carefully pulled the rocks off her body and moved her back into the chamber, checking her injuries. The wound on her head was not as bad as he feared. It had already stopped bleeding. But head injuries were tricky. She might need help.

Italy looked at Japan's absent limb and bloodstained chest. He looked at Ruby's still form. He looked at Qrow's bloody body, then America's even bloodier frame. He was the only one conscious and uninjured. He could not get them out of here. He needed help.

Someone.

Anyone.

 _Please…_

He heard running footsteps. Italy lurched to his feet and stepped between his friends' fallen forms and the doorway as the newcomers appeared, groping for a weapon he could not find. He barely took time to recognize the first one before he threw himself Russia's way, crushing him in a hug. The tall nation staggered, startled and overjoyed by the embrace, and awkwardly patted Italy's head with one hand, the other remaining behind his back. His brief bemusement vanished as the others appeared in the doorway and saw what lay inside the room.

"By the Gods…" Sun breathed, his weapon slack in his hand.

England and Canada rushed to America's side with France following at a slower pace, while Yang ran to Ruby and Jaune and a white-haired woman raced to Weiss. The knight knelt beside her, hands glowing. England stared at America's body, expression blank much like a sky before a deadly storm.

Canada silently sat next his twin, cupping his cheek with a shaking hand. They both remained eerily quiet, neither crying nor cursing, as if they had secretly suspected America would be badly injured and prepared themselves for it. Or perhaps they were simply too stunned to react to their brother's horrific injuries.

Italy knew the moment Canada spotted the gunshot wound on America's temple, for his expression twisted. As if he sensed the Italian's eyes on him, Canada's burning violet gaze snapped up to meet his. Italy instantly averted his sight to the floor, unable to look at him. Canada might have gasped— Did he realize what Italy had done?— but anything he would have said went unvoiced when Weiss stirred. Her icy blue eyes opened and she jolted, sitting up.

"Ruby!"

"She's unconscious." Yang reported shakily. Her hair fell in her face, blocking her peripheral vision, and Italy noticed her head was angled away from America's bloody form.

Weiss blinked, squinting at the woman. Her expression morphed into one of shock. "Winter?"

The woman— her sister?— silently pulled her into a fierce embrace. Weiss blinked, glazed eyes suggesting she had yet to fully comprehend her sister's presence. The girl put a hand to her head.

"She… attacked me." Weiss said faintly.

Winter's shoulders stiffened and she pulled back. " _What?!_ "

Yang whipped around to stare at her, eyes wide. "Silver Eyes?"

Weiss nodded, gaze drifting across the room. "Qrow..."

Yang tore her gaze from Ruby, eyes turning a pale blue. She wobbled and fell onto the ground, staring blankly at her uncle with a childishly stunned look on her face. Jaune took one glance at the Huntsman and bolted over to him, kneeling in the puddle of red around him with glowing hands. Oscar hurried after him, skin turning a sickly green. Yang flinched and turned her head away, covering her mouth.

"Jaune." She croaked. "It's too—"

"He has a pulse." Oscar reported, hand at Qrow's throat.

Yang's hand dropped with her jaw. Italy felt a brief jolt of joy. If Qrow was still alive, they might all get out of this. They might all surv—

Italy finally noticed who Russia was carrying.

"Romano?" he gasped, circling the Russian.

His brother remained unmoving, unable to protest to the 'undignified' way he was being carried over Russia's shoulder. Italy tremulously reached out and touched his brother's face, but he did not stir. His breath caught in his throat before expelling too fast, each exhale staggered and painful.

"What happened?" he asked.

"Who did this?" England demanded at the same time.

Italy glanced his way and blanched. England sat with America, his bloody head laid in the Englishman's lap. The hand that gently stroked his blond hair was exceedingly gentle, but his expression promised nothing less than _murder_ as he glared at Italy.

"Who. Did. This?" he snarled.

Italy could not speak.

Japan answered for him. "Atlas."

England carefully lowered America's head to the floor and rose to his feet.

Canada tensed. "Arthur—"

" _ **Where?**_ " England snarled.

Italy mutely pointed down the hall.

England vanished down it, his body blazing with violent violet light. Canada made to rise but paused, torn gaze flicking between his brothers.

Australia knelt at America's side. "We've got him."

Canada nodded sharply and raced after England. Sun, Blake, Nora, and Ren exchanged brief glances and ran after the twin as well. Italy tore his gaze away from the passage they disappeared into, slowly looking over the injured and unconscious. His gaze caught his brother's limp form and his legs went weak. He sat on the floor, gripping his hair as his shoulders shook.

Jaune's sharp inhalation nearly gave him a heart attack. The knight looked down at his patient, expression noticeably strained. Jaune's forehead crinkled and lines of stress marred his face.

"Something isn't right."

"Is it not working?" Yang demanded.

Jaune slowly shook his head. "I… His Aura is healing him but it's not... _right._ I don't know..."

"Can we move him?" Australia asked.

Jaune shrugged helplessly.

Winter gave a low curse. "We cannot stay here. We must leave."

"We can't go without the others." Pyrrha insisted.

Oscar wandered closer to the passageway, brow furrowing. "Kiku?" he mentioned hesitantly. "Atlas went this way?"

"Yes." Japan said shortly, expression pained.

Flynt ripped off his vest and used it to staunch the flow of blood from his leg. The nation nodded gratefully, laying back, and Italy noted the trembling of the musician's hands. Oh. Flynt did not know they were nations. Right. That issue soon became unimportant when Oscar bit his lip, horror creeping across his features.

The boy saw he had their attention and averted his gaze to the floor, unable to look them in the eye. "… Ozpin says this is the way to the Vault."

XXXXXXX

Atlas stumbled along the corridor towards Atlas Academy's Vault, breathing ragged. She leaned against the wall, pressing a strip of her skirt to her gaping wound, and ground her teeth, cursing Ruby Rose. How had that little bitch destroyed _her_ arm? It should be impossible. Atlas was infallible. She was invincible. She still had wispy reserves of Aura, which grew by the minute. And yet now it was only that Aura which may be preventing her from dying.

But her lost arm and ear were not Atlas's only concerns. The poison that traitorous _brat_ injected into her veins left them on fire, burning her from within as it tore through her organs and made her vomit bile and blood. Atlas's left eye was near-blinded, her right granting her vision tinted with black spots, and her body quivered and sweated, not just from her injuries but the poison inside.

How could Vale do this to her? After she made him a savior of mankind, after she showed him mercy, after she _gave him a soul_ , he turned against her. He acted as if _she_ was the villain. Atlas should have dragged him back to her land when he was sleeping mere feet from her. She should have used her Semblance to freeze him long enough to shoot him in the head. She should have broken him back in the lab, broken him so thoroughly he would not have the ability to disobey her.

Atlas did not make mistakes, but her next encounter with Vale would go _very_ differently. She'd kill him immediately and transport his comatose corpse to his new cell, deep in her Kingdom where he would never be found.

Once he awoke, Atlas vowed to keep him paralyzed. While he was helpless and powerless against her, she would shoot him in the kneecaps and he'd be _forced_ to kneel before her. Or maybe she would remove his legs to stop him from running again. Then she would remove his tongue so he could no longer spout his false narrative and twist her acts of kindness. She'd order her men to do whatever they wished to him, telling them not to hold back on their immortal prisoner. She'd ensure Vale suffered _every_ torture imaginable until he broke and begged her for death, and even then she would not grant him mercy. She'd already shown him mercy, and due to his selfish machinations, he betrayed Remnant. He betrayed _her_.

Never again.

Her mission was no longer about safekeeping the key to the Relic of Choice. Her mission was to ensure Vale saw how inferior to Atlas he truly was. When he crawled to her on his hands and bloodied knees, weeping for forgiveness at her feet, she would provide no leniency. An iron fist was required when dealing with traitors. Atlas gave Vale incredible gifts, yet he repeatedly stabbed her in the back. That would not be forgiven.

For his treason, Atlas would ensure Vale suffered for _eternity_.

Atlas pushed herself off of the wall, her righteous fury bolstering her and keeping her on her feet. She staggered down the hall towards the Relic of Creation, inching towards the Vault at an infuriatingly slow pace. She _needed_ the Relic. Once she had it and used it to fix her body, she would hunt Vale down. She would capture him and scour both worlds for his every loved one, dragging them to his cell before executing them in front of him _one by one_.

As she hobbled towards her goal, Atlas put Ruby Rose as number two on the list of fugitives. The little girl was yet another traitor, and one that would be _eliminated_. Somehow she had used disgraceful tactics and injured Atlas, and Atlas would _mutilate_ her in return before killing her.

The first thing Atlas would do is cut out that blasted girl's remaining eye.

Atlas braced herself against the wall again, breathing harshly as her vision swam. Her bloody hand slipped on the stone and she tipped forward. Armored arms caught her and she steadied herself, wiping her hair out of her face. A soldier supported her, face covered except for their mouth and chin.

"Atlas. Ma'am." The soldier greeted, voice revealing they were female.

She did not salute, keeping a careful and supportive grip on Atlas's shoulders. Atlas's ego bristled but she excused the disrespect for now. She could punish the soldier for her lack of reverence later, after she retrieved the Relic.

"Soldier." Atlas ordered. "Assist me."

"Yes, ma'am." The soldier said.

To her credit, she did not question Atlas or mention her injuries. Perhaps Atlas would not punish her for her earlier lack of deference. The soldier put Atlas's arm around her shoulders and helped her along, refraining from commenting on the nation's wounds or demanding she look them over. Yes, Atlas would be lenient. Perhaps only a single lash was appropriate.

"What is your name, soldier?" Atlas asked.

"Emerald, ma'am."

Atlas nodded, making note of it. "We must retrieve the Relic of Creation."

The soldier's lips curled into a small smile. "Yes, ma'am."

 **XXXXXXX**

 **A/N: Oh wow. Another cliffhanger. I bet no one saw that coming.**

 **Thanks to everyone who read, reviewed, followed, favorited, etc!**

 **See you Friday!**


	25. When You Get What You've Earned

**Chapter Twenty-Five: When You Get What You've Earned**

The hallway stretched in front of Canada, going on and on in a way that made it never seem to end. It sloped and leveled, curved and twisted, and split off into tiny perpendicular pathways, but all of that was ignored in favor of a straightforward sprint at breakneck speeds through the underground labyrinth. It was a good thing Canada was so fit or he would be gasping for air as he chased England through the weaving passages towards the Vault under Atlas Academy.

It was obvious this was the way to the Vault. Even more unobservant souls would notice that the lamps lining these halls each had a tiny carving of Atlas's symbol upon them, acting like breadcrumbs to lead them through the maze. Canada might scoff at Atlas's prideful arrogance, but he had other things to worry about.

England never slowed from his charge, plowing through robots and soldiers alike if they dared to attempt to stop him. The violent violet light that surrounded him worried Canada but England seemed to keep it in check, using his usual green-colored attacks to destroy his enemies. Or perhaps he did not realize the violet aura was even there.

Abruptly, the halls around them transformed from carved stone to crisp white marble. The patter of their steps on the reflective floor echoed like thunder, but neither nation made an attempt to quiet their footsteps. The path sloped downward and Canada lost his footing, expecting a solid surface when his foot met air. He recovered, adjusting his weight as he went. England did not even glance his way.

The incline flattened out in sight of a doorway lined with carvings. Among the pristine runes and extravagant markings, Canada spotted Atlas's symbol at its peak and knew this was it. England halted and he nearly ran into the older nation's back.

"What's wrong—?"

"Hush." England said. He cocked his head and held out his staff, jabbing it at the doorway. Bluish-white light flickered over the 'empty' space and England scowled. "It's shielded."

Canada frowned. "We should—"

England aimed his staff and fired a blast of green light at the shield. It flickered. His scowl deepened and he fired again, holding the stream of light. A low whining sound pierced the air, reaching a painfully horrid pitch, and Canada clapped his hands over his ears. With a sound like shattering glass, shield cracked and feebly faded away as two guards rushed towards the doorway.

England went in firing. The guards raised their white shields and energy flared, absorbing the shots. Canada threw shards of ice at them and they ducked behind cover, letting it pepper their defenses. They pulled out twin batons and electricity crackled along them. Even from a distance, Canada's nape stood on end. He had a feeling the batons were not for stunning opponents.

England ignored the guards' advance, looking past them. Canada briefly saw a crystalline white door before it shimmered, shifting aside like snow in a light breeze. He dragged his eyes down and away from the green expanse inside, gaze resting on Atlas's back. She was recognizable even from behind, missing her hat and with a uniform covered in blood. As if she sensed him, Atlas turned and blue eyes met violet. The soldier beside Atlas inhaled sharply, hands balling into fists, but both nations ignored her.

Canada's hands trembled.

The soldier next to Atlas grasped her remaining arm. "Ma'am, the Relic. They _can't_ get it!"

Atlas glowered at her. "Remember your place, soldier."

The soldier immediately released her. "Yes ma'am. My apologies."

Atlas turned away and hurried into the Vault. Blue light flickered as a shield activated over the doorway. The two male and one female soldier eyed the nations, hands resting on unsheathed weapons.

England glowered, pointing his staff. "Them or her?"

Canada watched Atlas disappear into the swaying sea of grass. "Destroy the shield."

England nodded sharply. Canada threw a gust of icy wind at the guards, shoving them down, and England ran past, focused on his target. The female soldier saw him coming and aimed her twin revolvers. She ducked and England's spell blew off a chunk of the doorframe. There was only the three of them. This battle would be over soon enough and they could break into the Vault and get Atlas. Canada raised Maple Frost—

Darkness slammed over his vision and everything went black. Somewhere ahead, England swore, and Canada realized he'd been blinded too.

 _Semblance._

Panic gripped Canada and he ducked, feeling something pass over his head. Something hard jabbed into his side and he screamed, unprepared for the burst of electricity that tore through him. Another baton jabbed him in the neck and his knees buckled, bringing him to the floor. Electricity ripped through his body, tearing another scream from his throat, and somewhere under the crackling he heard England's pained gasp.

Canada lashed out frantically and smacked something hard. The thing did not give so he grabbed it, icing it over. A male voice bellowed in pain and one of the batons flinched away from his skin. Canada swung wildly and his hand brushed something thin. He gripped it, ignoring the pain in his arm and followed its length, blasting the guard away from him.

After taking a moment to regain his breath, Canada released a pulse of ice and heard the telltale _thunks_ of shots hitting them. Again, he released a bomb-like blast and heard a low grunt from his left. He turned to the spot and stomped the ground, sending spikes of ice forward. A scream rewarded his efforts and the darkness vanished.

Canada took a second to let his vision focus and iced the floor, pushing himself forward with wind. He knocked the guards' legs out from under them with Maple Frost, hooking one's body and throwing him upward. The guard smashed headfirst into the ceiling and fell limply to the ground.

The second guard bashed into Canada with his shield, pushing him across the icy floor, but the nation kept his footing. He twisted out of the guard's path and brought Maple Frost down on his head. The guard crumpled and Canada looked to England.

He still fought the female soldier, who was doing surprisingly well. She was quick on her feet, dodging his attacks as she fired back with her twin guns. England blocked the shots with magic, and fire exploded in his face. He emerged from the inferno, grimacing slightly, and jerked his staff up so the soldier landed on it instead of his face. Canada fired at her and she vaulted away, backing towards the shield-protected door.

England glowered and his staff glowed. "Enough of this."

He released the beam and the ground shuddered, sending Canada and the soldier staggering. Unlike the last shield, this one withstood England's attack. Green eyes narrowed and England sent a barrage of beams at the barrier, scowl deepening as each one fizzled into nothing. The soldier fired at him but Canada intervened, deflecting the shots back and causing her to retreat. He put a hand on England's arm, halting his assault.

"Let me." He said steadily.

He pointed at the wide doorway, icing over the elegant frame. It crackled and fizzled, melting when it made contact with the shield, but stubbornly clung to the metal. England grinned and swept his staff in a circle, sending a flare of magic forward. The soldier ducked and the wave hit the doorframe with a thunderous **boom**. Cracks appeared along it and large chunks fell. Its base partially destroyed, the shield flickered and died just as a familiar enemy appeared from the grass.

England struck the ground with his staff and a wave of energy rippled out, knocking the soldier off her feet. She took one look at the charging green light and shot her weapon upward, pulling herself out of sight. Both nations immediately aimed their weapons at Atlas. She smirked and Canada caught a glimpse of something long and white in her hands. Before he could act, white light flared, and when it faded, the thing in her hands glowed ominously. Atlas's smirk widened into a grin—

England flicked his staff and sent the object flying from her hands. Gleeful assurance became horror and Atlas lunged for it, eyes wide with panic. Canada jerked his hand and his wind caused the object to flick further from her grasp. It turned over itself, falling to the ground and rolling towards him. He dashed forward, blasting Atlas away, and scooped it up, holding it protectively to his chest. It was only then that he registered what it was.

The Relic of Creation was a large paintbrush almost as long as Canada's entire arm and nearly twice as thick at its ferrule. Its bristles were not animal hair or material. Instead they were a flickering white flame, almost like a torch. Canada watched the brush dance and sway, and wanted nothing more than to throw the Relic away from him. He forced himself to cling to the powerful, godforsaken weapon like it was a venomous snake he dare not release.

A chain wrapped around his arm. He yanked the limb free, backing away, and the soldier dropped from the ceiling, bringing her weapon back to her side. Canada recognized it now. He was foolish for not recognizing it earlier.

"Emerald." He spat.

The girl removed her helmet, letting it clatter carelessly to the floor and revealing light green hair and murderous red eyes. "You're _alive_." She snarled, as if Canada had committed the worst of atrocities simply by breathing.

"Sorry to disappoint you." Canada growled.

Emerald's expression twisted into a homicidal snarl and she raised her sickle. "You— How dare you! _How dare you live when_ _**she**_ —"

"Now, now Emerald. Don't lose your head. Remember Cinder's mission." A calm male voice said.

England faced the entrance, weapon directed at the shadows, but Canada remained focused on Atlas and Emerald. Out of the corner of his eye, he saw a man step out of the darkness, posture arrogantly poised and his hands clasped lightly behind him. The newcomer was a tall man wearing a gray overcoat, a yellow dress shirt and a black necktie. His pants were the same color as his overcoat and his yellow-buttoned undercoat and finger-less gloves matched his cordovan shoes, giving him a strictly aristocratic air.

Canada did not spot a weapon on him but that did not mean he had none. Some instinct deep inside him screamed warnings that this man was _dangerous_ and not to be underestimated. Icily intelligent green eyes briefly met his and Canada repressed a shiver. The man ignored him as if he was a nonissue and surveyed the slumped guards and broken door, lip curling in disgust.

"What a mess you've made." The man droned, and even his voice was familiar.

Memories finally prodded at Canada's mind and a chill trickled down his spine. He— No, _Mantle_ knew this man, images of a desolate lab and discovered footage floating into his consciousness. The memories— _the aftermath of the horrors_ — were far from pleasant.

Canada struggled to swallow, nearly gagging from the memories alone. "Arthur Watts. You're the scientist that cut people up to try to graft robotic and Grimm parts onto their bodies."

Watts smiled. It was not pleasant. "You've heard of me? I'm flattered."

"You work for Salem." Atlas snarled.

"Yes." Watts said, inclining his head. "We considered casting an illusion on you in the form of your General and have him ask for the Relic but that proved to be unnecessary. You were quite cooperative." Green eyes flicked to the torch-like paintbrush in Canada's hands and glittered. "However, our goals still conflict, I'm afraid."

Atlas shook her head. "No. They don't. I only need the Relic to fix myself. Then you can have it. I don't care about it." Slowly, her eyes met Canada's, and the malice there took his breath away. "I just want _them to suffer_."

Canada almost wished he was surprised.

Emerald's eyes flicked between Atlas and Canada and her gaze hardened.

"Very well." Watts agreed before the girl could speak.

And just like that, they allied. As far as they were concerned, their more thorough discussions could be dealt with later. Atlas picked up a guard's baton and stood beside Emerald and Watts as she glared at the people she hated so much that she would ally with humanity's greatest enemy to defeat them. The three all knew they would betray one another later. They all were confident they would come out on top. But in that moment, they were united against their common foe.

Canada knew better than to think this fight would be easy.

Watts studied England and tipped his head thoughtfully. "I don't suppose you'd be willing to give us Vale?"

England and Canada's glowers were answer enough.

"I thought so." Cold green eyes glinted. "To be frank, I would love to get my hands on him for a while. Just a few days are all I need. I think Salem might even agree to it. She knows how I love my work, and _freaks of nature_ are always _fascinating_ subjects to dissect."

England threw himself at Watts with a roar. The scientist dodged the blast with graceful ease, hands never unclasping from behind his back. Canada made to assist England when he was forced back by a blast of fire. Emerald stalked towards him, weapons in their sickle forms.

"You won't get away this time." She vowed.

"He's immortal." Atlas reminded her.

Emerald's gaze darkened. "Then he can live through _this_."

With a slash of her blade the air became fire. Canada dodged the blast, barely twisting away from the crackling baton. Atlas jumped over his kick and brought her foot down on his head, making him see stars. He blasted her back with icy wind and she gritted her teeth, clutching at her bloody shoulder. Canada was surprised she still had energy to fight. It seemed pure arrogance— or hatred— fueled Atlas now.

Canada stuffed the Relic of Creation into Maple Frost's holster, shifting the weapon into its rifle form. He fired at the stone above them, sending rocks down on his foes and forcing them away from each other. Atlas fired a blast of electricity at him, obscuring his vision, and when it cleared he hastily stopped her overhead strike. She strained to shove the crackling baton into his face and he wavered, stunned by the strength she still wielded. Atlas noticed his expression and smirked.

"Don't you have anything you want to say to me, _traitor_?" Atlas sneered.

Canada's head smashed into her nose with a satisfying crunch. Atlas swore, clutching at her nose, and Canada's fist slammed into it, sending her to the ground.

A chain wrapped around his forearm, yanking him back and Emerald's blow glanced off the Aura protecting his neck. She kneed him in the face, swinging him around, and threw him into the doorframe of the Vault. Canada's head struck the metal and he saw stars. He slumped against the doorway, head swimming, and heard his enemies slowly approach.

"I always knew he was pathetic." Atlas was telling Emerald conversationally. "That was why I chose his brother instead of him. Then again, _Vale_ isn't very strong either."

Before Canada could do more than try to force his eyes open, the baton jabbed into his side. Pain ripped through his every cell and he screamed, back arcing off the floor. Again, Atlas electrocuted him and he howled, writhing.

"Matthew!"

Through blurry vision, Canada saw England freeze in place, his entire body locking up.

Watts chuckled at him, hand raised and a yellow glow around his fingers. "That's much better. It's always so infuriating when my subjects can move. Don't worry, your lungs have simply stopped working. You'll lose consciousness in a moment." His tone lost that amiable edge, growing hard. "Emerald, Atlas, you can play with your toy later. Take the Relic, knock him unconscious, and we'll use him to lure Vale."

"Good." Atlas growled.

"Understood." Emerald said.

Canada could not stop her from taking the Relic of Creation from his back. Atlas calmly adjusted something on the baton and pressed it to Canada's side. His back arched and he shuddered, unable to scream as his voice caught in his throat. Atlas did not move the baton away, not even for a second, and as the electricity ripped him apart, he also _burned_ , his Aura failing to block the heat threatening to crisp his skin. Purplish-red did not flash so Emerald raised her sickle, bringing it down on his head. Canada grunted, and Emerald smirked, kicking him in the stomach. He curled up as she yelped, hair frizzing slightly.

"Incompetent fool." Atlas muttered.

Emerald glowered at her. She backed away and Atlas shocked Canada again, eliciting another scream from him. As he writhed, he caught a brief glance of England, who stood on the side with his eyes locked on Canada as his lips turned steadily bluer. Those eyes were the only thing that moved, leaving him conscious and aware but unable to help, and as Canada quivered on the floor, his green eyes filled with tears.

Watts's patience ran out. "Stop tormenting him and _finish_ it already."

"Fine." Emerald said.

She raised her gun, pressing it directly to Canada's forehead, and if the bullet did not kill him he knew the force snapping his neck would. Struggling to control his shuddering muscles, he glared at them both. Emerald glowered back, waiting just a moment in the hope that he may beg—

Emerald blinked at the black ribbon wrapped around her waist. She jerked sideways, knocking into Atlas and bringing them both down. Emerald untangled herself, throwing herself aside and Blake's weapon slashed the ground where her head had been. Atlas vaulted up and backwards and Sun's shot clipped some hair from her head.

"Relic!" Blake snapped and Sun turned away from the retreating Atlas.

Watts blinked and ducked, barely evading Nora's swing. Whatever hold he had on England faded and he wobbled and fell to his knees, gasping for air and coughing. Emerald frantically dodged Sun's assault, desperately blocking the Faunus's Bo staff, and Blake snatched the Relic from her hand. She tossed it to Ren, who darted to the edge of the chamber with the torch-like brush clutched to his chest. Nora halted in front of her partner, daring anyone to come close.

Sun caught Canada's eye and smiled. It was noticeably cold. "Sorry we're late." he said, deceptively light. "We got sidetracked."

"And who's fault is that." Blake sighed, walking up with Gambol Shroud unsheathed. Yellow eyes narrowed. "Hello, Emerald."

Her former 'friend' glowered at her murderously. Canada stumbled to his feet and grabbed Maple Frost, settling into an unsteady stance.

"Are you okay?" Blake asked quickly.

"Been better." Canada admitted, grimacing at his quivering hands. He felt two pairs of eyes glaring daggers at him but ignored them, focusing on shoving his pain away.

"It appears we are outnumbered." Watts sighed, straightening his coat with slight irritation. "Emerald, I believe it is time."

Emerald glanced his way, expression unreadable. Her gaze flicked from the Relic to Canada and she gritted her teeth. Finally, she nodded, and ripped the Atlesian armor off her arms. Nora gasped. Sun recoiled. England balked. Canada struggled not to gag. Blake's ears went flat against her head, her eyes widening with disgust and horror.

Emerald's exposed arms pulsed with thick black veins, stretching from the backs of her hands and up her arms, slipping out of sight under her remaining armor. As Canada watched they twitched and shifted like living ink, curling in a hypnotically repulsive manner. Watts smiled, and Canada knew he had something to do with Emerald's current state.

He did not have time to ask as Emerald flicked her hands, and the veins _tore out of her skin_ in long, string-like tendrils. Emerald twisted her fingers into claws and the tendrils whipped through the air. Blake shoved Sun aside, barely avoiding the attack, and the tendrils sliced clean through the doorframe, leaving thin, jagged cuts behind. Blake halted beside Canada's shoulders stiff and ears flat, but her disgust melted away to reveal a determined glare.

"Nora, help Arthur take him." She said, jerking her head at Watts. "Ren, you're their backup. Sun, you're on Emerald. Matt—"

"Atlas is mine." Canada said steadily.

Blake did not argue. She dashed at Emerald, slashing at the girl's neck and forcing her to block. Nora swung at Watts, teeth bared in a snarl, and the cruel scientist went on the defensive, forced to evade both her and England. Canada turned to his own opponent, struggling to still his quivering hands.

Atlas noticed his shakiness and scoffed. "As I said. _Weak_."

Canada ignored the insult, knowing she wanted him to act recklessly. Instead he kept his distance as he threw daggers of ice her way. Atlas dodged the projectiles, leaping up and evading the ice that would have encased her legs.

He blinked and suddenly she was in front of him, baton heading for his eye. He ducked below the weapon, throwing her back, and she landed lightly, twirling the baton with a grimace. Canada noticed her wounds were not bleeding as much, and that a few of the bruises had faded. Her Aura was coming back.

"Still, you're not as weak as your brother." Atlas continued. She stared at him with half-lidded eyes. "Do you want to know what General Ironwood did to him today? Your brother was being a naughty little traitor so my General asked to see him personally in his office."

Canada inhaled and exhaled steadily. _She's trying to distract you. Don't fall for it._

His vision swam and he ducked on instinct. The baton whistled over his head and a knee met his face, colliding with his cheekbone. He grabbed her leg and threw her and she landed awkwardly, falling towards her armless side. He swung his hockey stick down. She rolled and the blade sank deep into the floor. Atlas pushed her legs up, booted foot connecting with Canada's throat and he choked. She grabbed his weapon, tearing it from his grasp, and gripped his neck, pinning the baton between her palm and his throat as her fingernails dug into his skin.

"I watched the whole encounter on the cameras. It was quite brutal. And that's coming from _me_." She avoided a weak punch, kneeing Canada in the side and making him recoil. "My General was very efficient. He paralyzed your brother with a useful little drug. You know the one. You're both so _very_ familiar with it."

The baton struck Canada in the stomach and stayed there, just above his hip bone. Canada's muscles contorted and his legs buckled, bringing him to his knees. Atlas grabbed him by the hair, pulling him up and placing the uncharged baton against his jugular.

"It kept quite a few doses to make him stop struggling. I'd say my General gave him… twenty, maybe thirty injections?" Atlas continued thoughtfully. She bared her teeth a cold, twisted grin. "But even when he could barely breathe, your brother still _cried_. He _begged_ my General to stop and let him go, saying he'd do _anything_ if my General stopped drugging him. And do you know what my General did?" She leaned in to whisper in Canada's ear. "My General stripped and _tortured_ him. He beat and _strangled_ him until he choked on his own blood. Your brother was so broken that by the time my General held a gun to his head, I think he was _grateful_. _He didn't even try to fight back_."

Canada saw red.

He grabbed Atlas by the throat and threw her into the doorframe. It shattered, chunks of symbols falling to the floor, and Atlas's Aura faded in a shimmering flash of light. She staggered to her feet, eyes dull with surprise but Canada gave her no time to recover.

He raised his hand and spears of ice gathered at his shoulders. He threw them in front of Atlas and they hit the floor, shattering into shrapnel. She went down with a howl. Tiny beads of blood dripped down her face and neck and a large piece of ice stuck out of her eye. Atlas ripped it out, cutting her hand in the process, and Canada stormed forward, ice crackling in his hands.

Sun crashed into his side and they fell in a heap. Canada's hands hit the floor, icing it over, and when the Faunus tried to rise, he yelped, falling on top of him.

"Sorry!" they exclaimed at the same time.

Canada pulled Sun up, glimpsing Atlas behind him. She was on her feet, leaning against the wall as she hobbled away. She was… _fleeing_? Sun saw the look in Canada's eyes and grasped his forearm. Canada spun and threw the Faunus, and his feet struck Atlas in the side of the head. She went down with a scream and lashed out with the baton, catching Sun in the side. He grunted and staggered, allowing her to shove him away and stumble onward towards her escape.

Sun bared his teeth in a cocky grin, blocking her path again. "Going somewhere, Atlas?"

Atlas glared at him murderously and paused. "That smile…" Her remaining eye widened and narrowed with hate. " _Vacuo_."

The name echoed around the chamber like a gunshot and Blake froze mid-strike, panic crossing her features. Nora froze as well, eyes round with horror. Unlike the girls, England pressed his assault, slamming Watts into the wall with a beam of light. The doctor hit it with a grunt but stumbled to his feet, brushing dust off his sleeve with cool-headed nonchalance.

"Why, thank you Atlas." Watts said pleasantly. "Emerald."

It happened too quickly to stop.

Emerald grabbed Blake and threw her into Canada. As the two fell in a tangled mess of limbs, Emerald raced across the room, closing the distance between herself and Sun. The Faunus held his weapon ready but Emerald yanked it from his grasp with her kusarigama. Faster than a blink she twisted her hand and the black tendrils shot out at incredible speeds, striking Sun in the chest.

They latched onto his skin and crawled up his neck, clinging to him like a spider's webbing. Sun screamed, clawing feebly at the tendrils but they refused to budge. Blue eyes fluttered and he staggered, falling to his knees. Golden light pulsed around his body, sliding along the black substance, and Emerald's eye glowed the same deep yellow. Canada froze in place, realizing what was happening but unable to move to stop it.

" _ **SUN!**_ " Blake screamed.

She slashed through the tendrils, catching Sun as he fell limply against her. Bits of black still clung to his skin but they faded away like ashes in the wind, leaving pale scars behind. His head lolled against her shoulder and she shook him, crying out desperately.

"Sun. _Sun!_ Wake up! No no _no_ …"

Emerald's tendrils retreated into her skin, becoming pulsing veins once more. Her red eyes flicked to Ren and the Relic, resting briefly on Canada. "I have enough." She said. "It's time to leave."

Watts stared at her incredulously, inching towards her side. "The Relic—"

"We already have a guaranteed victory." Emerald said. "Let's go."

Watts eyed their enemies and nodded. "Very well."

Emerald's fingers twitched and a black scar opened in the air. Canada only had enough time to recognize it for what it was before Emerald grabbed Watts and they leapt through the portal. It slid closed, leaving nothing behind. Canada's body slumped and it was only then that he realized Watts had frozen him in place. He gasped, lungs starving for air, and coughed weakly. England rushed to his side, cheeks ashen from a similar lack of air.

"Are you alright?" he asked, voice breathless.

Canada nodded, pushing him away and shakily sitting up. "Sun…"

Blake had the monkey Faunus's head in her lap as she gently brushed his hair away from his face. Her hand shook visibly. "He's breathing but—"

A crash and scream jolted Canada to his feet and he saw Nora raise her hammer, having just brought it down on Atlas's leg. The sight of the Kingdom's broken limb should have sickened him, but instead he felt oddly calm. Atlas snarled at the girl, back against the wall and with half her limbs useless or gone. Nora unrepentantly held her hammer over her shoulder, looking at Canada. She did not say anything, but her intent was clear.

Canada took a step and nearly fell over. England caught him and silently assisted him in crossing the room, stopping in front of Atlas. The Kingdom watched them approach, superior sneer in place, and scoffed.

"Even now you have to rely on others to assist you. How _pathetic_."

Canada said nothing. There was nothing he needed to say. He looked down at Atlas, finger resting on Maple Frost's trigger.

She leaned back, resting her head against the wall. "Go ahead. Shoot." Her lips twisted into a cold smile. "I'll come right back."

Canada's hands quivered.

Atlas chuckled. "It must be terrible… for you, I mean. Knowing that you can only beat me _temporarily_." Her blue eye opened, glittering with malice. "Knowing that once I remember in my next life… _I'll come for him_."

Canada repressed a shudder. He knew she was right. He knew she would reincarnate and return in a new form, one they may not recognize until it was too late.

England was not so easily disturbed. "Are you sorry?" he asked quietly— _too_ quietly. Canada warily noticed the violet light was back. No emotion crossed England's face as he stared at Atlas, not even a glare. "Do you regret any of it?"

Atlas laughed at him. "I only regret that I didn't cut out your brother's insolent tongue when I had the chance."

Ice crackled over Canada's shoulders.

England remained unmoved. His expression was almost _peaceful_. "You're not sorry then." He murmured softly, still eerily calm. "You saw our world as expendable. You saw my brothers as expendable. You abducted them. You drafted them into your war. You hurt them. You beat them. You tortured them. You almost _murdered_ them. And yet…" The violet light shimmered over England's entire frame. "…You. Feel. **NOTHING?**!"

Violet light pulsed, rippling outward like a nuclear bomb. Agony tore through Canada's chest, taking his breath away, and he hunched over, vision blurring with tears. How could he let this happen? How could he fail to protect them? Had he fallen so far? Had he become so weak? Was he truly such a disgrace? He wasn't— _England_ wasn't, surely he knew that, but the ache of bitter loneliness nearly ripped Canada's heart to shreds, and he sobbed quietly, almost buckling beneath its weight.

Yet it was not just sorrow that burned Canada. With it came _rage_ , as if his heartbeat itself was a pulsing inferno. A fierce protectiveness boiled his blood, and in that instant he would do anything, _tear apart anyone_ , who dared to hurt his family again. He'd rip them to shreds, atom by atom, blasting the ashes to dust until _nothing_ remained.

The sorrow and the rage and the guilt tore Canada apart, but even with all that intensity, he was not feeling the full brunt of the emotions. Atlas curled up against the wall, tears streaming down her cheeks as her chest heaved. She clawed at it with her remaining hand, leaving bloody red trails across her flesh, but hardly seemed to notice or care as she _writhed_.

"Do you feel it now?" England hissed. "Do you feel the _suffering_ you caused?" He barked a bitter, cold laugh. "Of course you don't. These emotions aren't yours. You aren't _capable_ of remorse."

Atlas's glazed eye jerked towards him, and even as she wept tears of sorrow that were not hers, she glared at him hatefully.

England's lip curled in disgust. "You claim to be superior to all of us, but in truth you are still an immature _brat_. You are a child playing God, and now you will pay for your hubris. You lack maturity. You lack empathy. You lack foresight. And as such, you fail to understand what will happen. You were so caught up in indulging in your power trip that you fail to realize you were destroying yourself. A nation is _nothing_ without their people, and yours will abandon you. Your people will find out what you have done down here and they will revolt against you and everything you created. Which is why..." White teeth bared in a murderous grin and England spoke with the assured certainty of a prophecy. "...you _won't_ come back."

Finally, the first tendrils of fear entered Atlas's wrathful gaze. Abruptly, her body lurched, back arching unnaturally as red-tinted spittle splattered down her chin. Canada jumped, backing away warily, but realized she was suffering some type of seizure. Her eye rolled back and she clawed at her own throat, horror flashing across her features as she gurgled sickeningly. Her enemies watched her struggle in stunned silence, wary of a trick.

So Canada watched Atlas fail to take in air.

He watched her blood-stained hand fall to her side.

He watched her eye dull.

He watched her chest still.

It did not move again.

Nora cautiously stepped forward, ignoring Canada's warning exclamation, and touched Atlas's neck. Her brow furrowed. "There's no pulse. She's _dead_."

"How?" England demanded.

Ren crouched near Nora, studying Atlas intently. His eyebrows crept up his forehead. "There's a mark here from a needle of some kind. I do believe she may have been poisoned." he said.

"Good riddance. Bitch." Nora growled.

Realization struck Canada like a blow to the stomach.

 _Atlas is dead._

Canada's knees went weak. He sat down heavily and pulled his legs up to his chest, wrapping his arms around them with Maple Frost dangling from one hand. He stared at Atlas, unblinking and unfeeling, because surely it couldn't be over? Something kept him from looking away from his hated enemy, as if she would rise up to strike him down the moment his back was turned.

She did not rise. She remained unmoving, her gaze opaque and unseeing in death.

She was dead.

Atlas was dead.

She was dead and gone.

She was— was—

Canada did not realize he was crying until England pulled him to his chest, rocking him gently back and forth. He clung to his brother's sleeve, hysterical laughter bubbling throughout his sobs, and Nora squeezed his shoulder in silent support. His emotions became a tangled ball of yarn, and he was not sure what he was feeling exactly. Shocked? Happy? Sad? Satisfied? Scared? He did not know, just that the person responsible for hurting his family so much was finally dead. So he laughed and hiccuped and cried, hardly able to breathe through the painful pressure in his lungs and throat.

"You're alright." England soothed him. "It's alright, Matthew. She's gone now."

Canada leaned on his shoulder, dropping an arm down to wrap it around his aching stomach. England noticed the change and carefully lifted his shirt, sucking in a sharp breath.

"Matthew!"

Canada caught sight of the dark, blackened welt near his hip bone and winced. "I'm fine. It doesn't hurt much." he lied.

" _Lay down_ , you idiot!" England growled.

He shoved Canada down and removed his coat to cushion the twin's head. England pulled his shirt aside, revealing a mottling pattern of bruises and burns, and muttered curses under his breath.

Nora saw the damage and cringed. "Ouch. That looks like it hurts."

"I'm fine." Canada repeated even though he was very not-fine at all.

He kept staring at Atlas's corpse, unsure what he was waiting for, but she remained unmoving. _Dead_. He chuckled weakly. Laughing hurt his stomach and made England growl at him but what else was he meant to do?

Canada eventually turned away and his possibly pain-fueled laughter ceased. Blake still sat with Sun, head bowed and ears drooped. The Faunus— the _nation's_ chest still moved but that meant little. Canada knew what happened to Vale. Her comatose state had been what started this whole mess. Except unlike with Vale, Emerald had simply claimed they had 'enough'…

"What are the chances that portal led to Shade?" he asked quietly.

"Very high." Ren said stiffly. "Shade Academy is open to the public and allows anyone to come in for relief from the heat. I would not be surprised if Emerald and Watts were able to walk in and out with little trouble."

Canada swallowed, gaze unwillingly going to the Relic in Ren's hands. The white flame flickered tantalizingly, but something about it disturbed him. The flame beckoned to him but it repelled him at the same time, giving promises that held a hint of malice underneath.

Canada tore his gaze away from it, looking at England. "Arthur, what was that light?"

England blinked. "Light?"

Canada frowned. "The violet light. Was it a spell?"

"Spe—?" England blinked, shaking himself, and averted his gaze uncomfortably. "No, it was not a spell."

Canada's eyes widened with comprehension. "Oh." He smiled.

England scowled. "Why are you looking at me like that?"

"It's nothing." Canada said. He thought back to the emotions he felt and his smile softened. "Thank you."

England turned red and glared at the wall. "Hmph." He did not ask Canada to elaborate. They both knew what he was talking about.

Canada's eyes slipped closed but he forced them open, focusing on breathing. He would not fall unconscious over this. It was just a few burns. And electrocutions. And a beating. And maybe a stab wound but there was no need to tell England that—

"You know, it's probably useless against Grimm." He blurted, struggling not to grit his teeth.

England snorted. "I don't care. My staff is enough to kill those things. Or my fists if I bloody well need them."

Canada chuckled faintly.

Something clattered down the hallway.

Nora, England, and Blake moved to the front, weapons out, while Ren reluctantly fell back with the Relic of Creation in his hands. Green light flared at the tip of England's staff and Nora shoved another grenade into her launcher, pointing it at the doorway with a wild grin. A figure appeared, hurrying towards them—

Italy froze in the doorway. He squeaked and yanked a white flag from his pocket, waving it frantically. "I surrender!"

England sighed and lowered his staff, hand twitching like he was torn between slapping his forehead or the Italian. "Italy, you idiot! _Tell us_ it's you next time."

Italy lowered the flag, cheeks turning red. "Um. The others are almost here." He scanned the room, eyes snapping open. "Sun?"

Blake said nothing. Her ears flicked down and back. The others quickly arrived and as they entered, Canada was fully able to comprehend their situation. Almost everyone was carrying or assisting an injured person. Russia carried Romano, Jaune had Qrow, Flynt helped Japan, Winter assisted Weiss, Yang had Ruby, Australia helped the Faunus man, and Pyrrha carried who was _possibly_ Penny.

Canada reluctantly looked at the last pair and bit his lip. France was nearly as pale as America yet he still carried the younger nation over his shoulders, the stubborn set of his jaw daring anyone to try to take him from him. Almost half of their group was injured or unconscious, and as Canada sat up and sucked in a pained breath, he realized he was counted among the wounded crowd. France spotted him and staggered over, expression pained. England intercepted him, grasping his arm and helping him lay America down.

" _Stop_ struggling to carry him. Stupid frog." He muttered the last two words, but there was an undeniable tiredness to his tone that made Canada look away.

France did not answer, looking past England at Atlas. His gaze was sharp as he studied the Kingdom's corpse for any signs of life, hand resting on the hilt of his sabre. Upon seeing none, his features relaxed. He smiled peacefully for a moment, expression softening with contentment, before turning his back to Atlas's body, fretting over Canada.

"Matthieu." he cupped his former colony's cheek. "Oh, what happened to you?"

"Emerald and Atlas teamed up." Canada said wearily.

"And Sun?" Yang demanded.

"Emerald took part of his Aura." Blake said tonelessly.

"Why would—?" Oscar flinched, eyes flashing to gold.

Ozpin looked at them, then Sun, and his expression pinched. "Vacuo."

He saw how none of them blinked except France, Australia, and Flynt. The pink-tailed Faunus looked too nervous to have any type of reaction.

Ozpin's eyes closed. "You didn't tell me."

"What would you have done with him?" Blake asked icily.

Ozpin could not look at her.

"Why are you here? You should have left." England said.

"We _are_ leaving." Yang explained quickly. She pulled out her map and pointed at a line on it. "That's our path out of here. It's meant to take the Relic out of the city. We can go that way and—"

The ground trembled. Italy stumbled into Yang, gripping her arm to support himself. Again the ground shuddered and England threw himself over Canada, shielding him from the small stones that fell from the ceiling like rain.

"What's happening?" Weiss asked.

"Please don't tell me it's another Grimm Dragon." Yang joked weakly.

Russia set Romano down with surprising gentleness, walking around the room. "There must be cameras. The guards would want to see outside."

Ren left the Relic of Creation next to Canada and went to help him search. France abruptly sat down and laid America next to him, breathing heavily. Canada shot him a worried look and the Frenchman patted his arm weakly.

"I am fine."

"You are not." England snapped. His green gaze raked over them and dulled. "None of you are."

Canada looked at his twin's pale face and forced his sight away. A low moan provided a nice distraction and he saw Ruby stirring.

"Yang, _set her down!_ " Ozpin shouted.

Yang jumped and clung to her sister. "What? Why?"

"She may still be under the Silver Eyes' influence. _Back away!_ " Ozpin demanded.

Yang gulped and put her sister on the floor, standing next to Weiss. They watched with baited breath as Ruby's head lolled, her eye tightly shut, and when it slowly cracked open, Canada could breathe again. There was no menacing glow. There was none of the malice they were warned about. There was only a bewildered, young girl who stared at her friends in clear befuddlement.

"What…?" Ruby mumbled. "Where…?" She blinked, spotting the Relic, and smiled weakly. "Is that the Relic? We won…?"

Her cheerful exclamation trailed off as she took in their bedraggled, bloody group. Jaune abruptly shifted his position so he blocked her sight of Qrow, his Aura still shimmering around the Huntsman. He needn't have bothered. A silver eye spotted Japan first.

Ruby's skin lost its color. "I— I-I—"

Yang launched herself at her sister, gripping her shoulders as she ignored Ozpin's warning shout. "Ruby."

Ruby's eye locked onto her, her chest heaving. "I— I _hurt_ —"

"Ruby, Weiss is fine. Kiku will heal. They're all _fine_." Yang said rapidly.

"NO!" Ruby shoved her sister away, clapping her hands over her eye. " _Stay away!_ "

Tears dripped through her fingers and Yang's face crumpled with sorrow. "Ruby…"

Ren appeared from a corner and Canada jumped. The ninja's expression was grim. "We have a problem."

Russia stopped at his side and showed them a tablet, which showed footage of the outside of Atlas Academy. A pit opened in Canada's stomach.

Weiss put a hand to her mouth. "Oh Gods."

If not for the white buildings in the background, Canada might think he was watching footage from the fall of Beacon. Except it was not Vale under attack this time. It was the City of Atlas.

And the Atlesian Knights were slaughtering civilians _again_.

Canada numbly watched a Knight shoot a man in the back as a Paladin threw a woman through the side of a building. He watched a squad of Knights chase down a fleeing family. More Knights cornered a couple in an alleyway. One tried to help the other climb over the ten foot wall. Neither made it. Ruby lowered her hands from her eye and they fell to her sides as she stared numbly at the carnage. Italy covered his mouth and forced his gaze away, shutting his eyes.

"Did Atlas activate a kill-everyone switch or something?" Nora asked, looking nauseous.

Memories prodded at Canada's consciousness and he growled. "I don't think so. Watts must have done something."

"Who?" Yang asked.

"He works for Salem." Ren explained briefly.

"Who?" Flynt whispered.

Yang's expression darkened. "What do we do?"

"What _can_ we do?" Ren retorted levelly. "Half of us are incapacitated."

England rose to his feet. He ignored France's protests and picked up America, hoisting him over his shoulders. "We need to leave. We have to get the injured and your blasted Relic out." He continued before anyone could protest. "Once we get them and it out of the city, we can try to return." His lip curled with distaste but he kept speaking. "Perhaps some of the Atlesians will fight with us to save the civilians."

Ruby nodded sharply, sorrow shoved behind steel doors in the face of the incoming tragedy. "We have to locate the central hub for the Knights. We can deactivate them through there."

"No." Ruby stiffened as Japan weakly raised his head. His skin was ashen and he leaned heavily against Flynt. "That is not necessary. If Alfred was awake he could stop them."

England's expression closed off. "Well, he _isn't_."

Japan ignored him, looking at Jaune. "Qrow appears stable. You can use your Semblance to wake Alfred."

"He's _healing_." England snarled before the knight could reply. "If you wake him now the worst of his wounds will remain and he will fall unconscious again."

"We only need him conscious long enough to stop the Knights and save lives." Ozpin said wearily.

He met England's murderous glower head on, and Canada spotted a violet shimmer on his brother's skin. He hastily grasped England's pant leg, gaining his attention.

"Arthur, Alfred would _want_ to help." Canada murmured.

England's expression twisted into an agonized look and the violet shimmer rippled dangerously. Canada held his breath but England kept his emotions under control, gritting his teeth. Slowly, he laid America down on the floor, adjusting his limbs so he would be comfortable. England sat beside his brother, face shadowed by his hair.

"Wake him up." He said in a dull, defeated tone that sent shivers up Canada's spine.

Jaune nodded reluctantly and laid his glowing hands on America.

XXXXXXX

The sun beat down on the lonely, grandiose building that was Shade Academy, giving off heat so intense it made the air itself shimmer. Shade— both the school and the shadows it provided— was the few occupants' only protector now, so they hurried into it as quickly as they could, eager to escape the blistering heat.

They passed through the open doors of the Academy with barely a thought, breathing easier at the relief the slightly cooler air brought them, and although some gave each other a passing nod, none cared enough to bar entrance to anyone else. That was just how things worked here in Vacuo. Unlike the Academies in the other Kingdoms, everyone was welcome to come inside and take a breather. The doors of Shade were always open to whoever wished to enter.

That was why no one looked twice at the two figures that appeared behind a statue in one of the smaller halls. No one noticed when the statue moved aside and the two disappeared down the staircase beneath it. No one witnessed them coming back up a few minutes later, a long, orange sword with a flared, wing-like hilt in the green-haired girl's hands.

No one stopped Emerald Sustrai and Arthur Watts as they walked out with the Relic of Destruction.

After all, none of them knew the Relic existed, or that they were meant to protect it.

 **XXXXXXX**

 **A/N: I do hope you found Atlas/Ciel's end satisfying. I know it's strange, but I always knew poison would be the thing to finally kill her. Being shot or stabbed seemed too… dignified? Expected? Like, she (and maybe you, readers) would expect an execution-like death, so instead she died due to the tiniest of wounds that happened to be poisoned. But of course she got torn to bloody shreds before that because just poison was too kind for her.**

 **Take that.**

 **And in case it wasn't clear: Watt's Semblance allows him to paralyze his victims and leave them aware. This includes targeting and paralyzing their internal organs. So in other words Watts targeted England's lungs along with his body and England was suffocating during that one scene.**

 **Yep.**

 **Can't give more details about Watt's Semblance than that yet. ;)**

 **Thanks to everyone who read, reviewed, etc!**


	26. And I Watch You Burn

**Chapter Twenty-Six: And I Watch You Burn**

America tasted blood. Its coppery tang coated his tongue and clogged his throat, choking him and stopping him from screaming. His insides burned like someone had set them alight with a match after taking a cheese grater to his stomach. Tears sprang unbidden to his eyelids and he bit through his lip. He heard a muffled curse. Someone was there? Even survival instincts did not pierce the painful daze, though he slowly comprehended he should try to see where he was.

It took too much energy to peel his eyelids apart. They refused to budge as if they had been stuck together with glue. When he finally made them part— losing a few eyelashes in the process— he realized that they had indeed been glued together. Not with a manmade adhesive substance, but with congealed blood. He felt it now, on his face, hands, stomach, and… well, almost everywhere.

A wet, rasping sound reached his ears and he slowly comprehended it came from him. The burning became sharp daggers and his temples felt hot. There was liquid dripping down them. Tears. Those were tears. He was crying? Huh.

"—eep trying. He's almost awake."

The voice coming from somewhere to his left was familiar. Familiar and comforting. Who was it? He tried to look and only saw blackness. Oh. His eyes had closed again. When had that happened?

A warm blanket fell over him and he relaxed into it, allowing it to cover his aches and pains. Then it sank into his flesh and he felt a beat of panic, fuzzy memories of a vicious assault prodding at his mind. He struggled against the light, trying to shove it out before it could tear him apart. He heard a whimper— was it from him?— and another source of warmth enclosed his hand. It was not like the light. It did not force its way inside him. He tried to tell the kinder warmth but only managed a soft cry.

The fingers holding his hand squeezed it gently. "It's okay, Al. Shhh." There was a pause. "I think he's fighting you."

His words did not sit well with America. Was he saying he thought America was doing this to himself? That America should stop fighting? _Never_. Never ever. He would not lay down and let the light consume him. He wanted to _live_. He refused to cease, no matter how many people told him he should die—

The pain _**tore**_ through him and cognitive thought ceased. Someone lifted him and he settled against something hard and cold. He recoiled, shying away from the chill, but the warmth swirled around him along with… _something_. America's fuzzy brain could not identify what wrapped around his shoulders so gently. He just knew it was safe and dulled the pain. Forgetting his earlier panic, he snuggled deeper into it, drifting.

"—ning out of time. You need to hurry."

"I'm _trying_."

The last voice rumbled against America's back and he whined lowly as even that small motion sent jolts of pain through him. He should be more concerned about someone being so close to him but he couldn't when the aura surrounding him projected _"safe"_ like a calm port after a vicious storm. He belatedly comprehended that he was allowing the warmth inside him when he really shouldn't, but it was too late to resist. He was not sure if he _wanted_ to anymore. The warmth bolstered him, guiding him carefully out of the fog, and America slowly grew aware of his position.

He was laying against Jaune's chest, with the knight's arms around him, both palms settled lightly on the nation's stomach. America was slightly puzzled by the position until he coughed red-tinted spittle. Right. He'd been choking on his own blood. He turned his head and laid his cheek against Jaune's armor, now much more appreciative of the chill against his burning skin.

A pretty white light surrounded both of them. It was warm. It was nice.

It was Aura.

America's fingers twitched and he weakly struggled to raise his arms, trying to shove Jaune away. His mouth opened in a silent plea but it never came out, trapped in his dazed mind. Canada grasped his hand and he focused on his twin. He did not understand. Why wasn't Canada stopping Jaune? America could not endure having another Aura shoved into his body. Why wasn't Canada _doing_ anything?

The questions remained locked in America's head and Canada simply sat there, holding his hand and doing nothing as the white Aura sank into America's skin. Realizing it was useless to fight, America let his body go limp, waiting for the inevitable pain. Jaune's Aura remained deceptively warm and gentle, but America knew it would soon pierce his soul with the intent of destroying it.

Just like Vale.

Yet the pain did not come. _That_ kind, at least. America sat quietly, surrounded by white light, and slowly, it gained a blue-green tinge. It _wasn't_ trying to overwhelm him? America let his head loll so he could look at Jaune's face. The knight's brow was furrowed in concentration, his hands on America's injured stomach, which still looked like mincemeat. Huh. Atlas really did a number on him.

Memory clicked and America struggled to move his head. The edges of his vision darkened and he winced, only able to focus on Canada.

"Ru'." America slurred.

Canada's brow furrowed. "What, Al?"

" _Ru'_." He insisted.

There was a low gasp and Ruby appeared in his line of sight. Her sleeves were covered in blood, but although her face was pale, she appeared uninjured. Atlas did not get her. America was happy. So… So happy. He could not make his voice work to say that, so he tried to smile for her. The watery, tremulous twitch he received in return showed he did not succeed as well as he hoped.

"Hi, Al. I'm fine." Ruby babbled. "You're fine. We're all fine."

She was lying. America could barely think, and was very tired, but he could see that.

He was very tired...

He closed his eyes.

"Alfred!"

America forced his eyes open at Canada's call. He sought his twin, relaxing when he saw Mattie was not in danger. Canada's lip trembled and he gently put a hand to America's cheek. His palm was nice and cold.

"Alfred." Canada said his name slowly, carefully, as if it were the fragilest of glass. America blinked at him. "The Atlesian Knights are attacking people. We need you to deactivate them. Do you understand?"

America squeezed his hand.

Canada swallowed and wiped at his eyes. "Jaune, can you carry him?"

"Yes." The knight said softly.

They lifted America onto Jaune's back, sending fire through his battered frame. He bit his lip so he would not scream because they were in danger, right? He had to be quiet. Canada saw his pain and looked away, eyes glazed.

"I know it hurts." he soothed, voice too distressed to be comforting. "Just stay awake a little longer."

"We need to hurry." Someone— a young boy?— said abruptly. His accent was familiar…

" _Don't_ rush him." England snapped.

Oh. England was here too. America did not notice. And England was mad. England did not like Vale. Was that why he was mad? America hoped not. He laid his head against Jaune's back, looking to the side. Lots of people were there. Russia, Weiss, Japan, Italy, Blake, France, Winter…

Yang was there too.

Oh.

America hid his face.

Jaune took a step, and pain _exploded_ in America's gut and head.

He immediately blacked out.

And suddenly they were above ground. He gazed out the large windows to their left, his breath catching with every jostle. Was this the City of Atlas? He did not expect it to be on fire. Memory snapped into place and he closed his eyes so he did not have to see the burning city. He could hear the screams and gunfire now and he gripped Jaune's shoulders tighter. The knight descended down a set of stairs and every step sent daggers through America's gut and head. He pressed his lips together, fighting back his nausea.

"Jaune, he's looking really pale." Nora warned.

"I know." Jaune said testily, voice strained.

His Aura still surrounded America. He must be working really hard. America felt bad. Didn't Jaune know America would heal? He did not need to help America like this.

America's vision went grey, then red. He identified the red blob in front of him as Ruby. The girl deflected something that shattered the window to her left and aimed Crescent Rose. She fired and an Atlesian Knight fell down the stairs ahead of them. Had it tried to shoot Jaune?

Oh. Rogue robots. Right.

America tried to move and his vision went white. He regained consciousness again as they hurried down a scorched white hallway. He felt a twinge of annoyance at his dependence but begrudgingly admitted he needed help. Vale whispered somewhere in his mind but her voice was garbled and indecipherable. Apparently a head wound messed with head speak. Whoda thought?

Every movement made fire tear through America's insides but America _stayed quiet_ no matter how much it hurt. Jaune hung on to him awkwardly, whispering apologies every time America flinched. Careful not to grab the knight too tightly, America remained mute no matter how badly he was jostled. He refused to be the one to scream and alert the enemy to their location.

They raced past humans and Faunus— Huntsmen?— but they paid the bedraggled group no mind. Instead, they stood in the hallways, looking through doors or milling about in a stunned stupor. America did not understand. Weren't they under attack? Why weren't they doing anything?

They entered a large auditorium and Blake growled. "Wrong way."

She staggered as an explosion shook the earth, sending bits of dust and mortar flying. Jaune twisted his body, shielding America, and winced as stones struck his face. A group of the Huntsmen ran by them, ignoring them completely. Were they going to fight the Knights? No, one of them was _firing_ at the others. What was going on?

"Oh my." France said, looking up.

America followed his gaze and saw a large screen above the screen. On the screen was… himself? He watched vaguely as Ironwood stripped him, drugged him, and beat him up, pinning him down on the table before the footage changed to a man chained to a chair as his fox ears were removed. Someone spoke in the background but the voice was too distorted and low for him to clearly hear. He strained his ears, catching a bit of the words.

" _This is what Atlas tried to hide._ _ **This**_ _is your Kingdom's true face. Look upon your 'guardians' and know they are_ _ **not**_ _your protectors. They are your jailers, your torturers, your_ _ **executioners**_ _. You may think you are safe, but you are_ _ **wrong**_ _. Atlas is not just. Atlas is not your savior. Atlas will_ _ **not**_ _defend you. So rise up. Fight the oppression of the elite who seek to slaughter you like animals!"_

"What is this?" Weiss breathed.

"Someone's calling for a rebellion." England said flatly.

" _Now?_ " Blake demanded.

"Apparently—"

Russia shoved Blake down and a shot went over their heads. It hit the wall, sending cracks up the mortar, and the large screen creaked. It tipped forward, breaking free of the bolts holding it to the wall and fell to the ground, shattering. Ruby shrieked and covered her face as she was peppered with glass. A plume of fire shot towards her, only to smash into a wall of ice. Weiss yanked her rapier out of the glacier, pointing it at the shooter. It was a teenager in a grey uniform. An Atlas Academy student?

"What are you _doing_?" Weiss demanded.

The student's eyes were wild. "All enemies of Atlas _must be destroyed_."

She raised her gun but Weiss used a glyph and threw her into the wall. She smashed into a large lamp and fell into a pile of glass, shards falling around her like glittering, sharp raindrops. Weiss dashed forward and kicked the student in the head, knocking her out.

"Was… Was she _brainwashed_?" Nora asked.

"Not the type you're thinking." Blake said tightly as Russia helped her up. Her ears twitched and her eyes went wide. " _DOWN!_ "

They dropped— including Jaune— and America could not hold back his scream. His cry of pain was lost in the sound of shattering stone and the wall blew inward. A Paladin stepped through the hole, aiming down at them, and Weiss and Canada barely got a wall of ice up in time. The bullets hit the ice, breaking it, and Jaune rolled onto America, shielding him as chunks rained down upon them. America wanted to protest that he'd survive but only managed a whispery sigh.

Jaune sat up and his armor was stained red. Had he been hit? Blue eyes widened in panic. America followed his gaze and nodded mentally to himself. Oh. He was the one who was bleeding. He was glad. White light surrounded him, pulsing frantically.

"He's getting worse!" Jaune shouted.

"Find a _bloody robot!_ " England bellowed.

He deflected the Paladin's swing, gathering energy at the tip of his staff, and flung it at the mech. It barely stumbled, a blue light flickering over it.

"It's shielded." Weiss warned.

" _Dammit_." England hissed.

Something moved in America's peripheral. His sharp inhale warned Jaune and the knight turned just in time to block an Atlesian Knight's shot. The robot marched in, mask glowing red, but Yang intercepted. She punched the robot hard enough to send shards of metal flying. That done, she turned away from its sparking corpse, eyes a burning crimson.

"We need one _intact_!" England snapped.

 _No, I don't._ America wished he could tell them but the words stayed locked in his mind.

He weakly pulled at Jaune's sleeve and the knight looked at him, forcing a smile. "H-Hey. You're okay." He soothed, hands still glowing. "Just a little longer, Al."

America forced down his frustration and pointed at the fallen robot. Jaune's brow furrowed, then smoothed out with understanding. He lifted America, sending fire through his abdomen. America buried his head in Jaune's shoulder, muffling a scream.

"I'm sorry." The knight croaked. "Almost there."

The short distance to the robot felt more like miles. America kept quiet, even as it felt like his organs were being torn to shreds. He did not make a peep, not when Jaune nearly dropped him, not when Russia was thrown through a wall, not when Blake sank to the ground, breathing heavily with blood running down her arm. He could stop the robots. Just a few more steps.

Finally, they made it. Jaune set America beside the fallen Knight, holding him up. A shadow fell over them but America vaguely recognized the well-dressed teen as the one with them from before. He did not attack them, so he must be friendly, right? Catching his eye, the student smiled.

"You have this."

America could not find the energy to smile. He touched the Atlesian Knight, dove into the stream of data, and left all his pain behind. Numbers and programs swirled around him at dizzying speeds but he commanded them to slow, allowing him to view each line of data.

The virus stood out like blood on snow, streaks of red splattered throughout the calm blue of the Knights' programming. He grabbed one streak, peeling it away from the binary codes, and crushed it between his palms until it ceased. Immediately, three more streaks appeared and the virus multiplied like bacteria.

The explosion of red blinded America and he nearly slipped out of the stream but he clung to it, deleting more of the virus as he dove deeper. Information swirled past him like stars in space and he headed deeper, reaching a wall. Understanding what was behind it, he broke through Atlas's defenses, entering the power source for both the city and its machines.

The first thing he noticed was the large countdown. America considered it blearily, struggling to think what it was for. He followed the data, noticing a symbol at its end, and his heart sank. It was not a countdown. It was a _percentage_ of how much power Atlas had left. And it was dwindling rapidly. America did not have the energy to power an entire city. He doubted he did even at full strength. So he had no choice but to let it drop, seeking out the program that kept the Atlesian Knights running.

He found the source, and in his mind's eye, it was a large, glowing metal box completely covered in glowing blue chains. He yanked one away, then another, and saw layers upon layers of defenses underneath the ones he had removed. He touched the box and a prompt appeared before him. A password? America could almost laugh. Who knew the one thing Ironwood did not intend to tell him would help save the day? He connected to… _something_ — A computer? A Scroll? A database?— and typed the deactivation code in.

K-N-I-G-H-T-F-A-L-L

Something whined, powering down, and the blue box went dark. America emerged from the stream, gulping in painful gasps of air that burned his nose and throat. Around him, the Atlesian Knights and Paladins collapsed, sparking and sizzling as they crumpled to the floor.

America did not have time to celebrate his victory before agony ripped through him, nearly making him black out. He clutched uselessly at his stomach and more crimson joined the dried blood on his already-stained hands. Canada was at his side in a heartbeat, pale-faced but unharmed. America blindly groped for his brother's hand and Canada held it, squeezing his fingers reassuringly.

"You did it." He whispered, cheeks wet. "You did it, Al."

America's smile was probably more of a grimace. Something brushed his hair and he blinked at England, instinctively relaxing. He didn't look mad. In fact, the green eyes that rested on America were filled with tears.

"Let him go." England said softly.

The white light faded from America's body. His breath caught in his chest as he felt himself weaken, his hand going limp in Canada's grasp. His chest heaved, desperate for air, but the numbness rose too quickly for him to feel it. The pain dulled, thoroughly this time, and his vision slowly blackened at the corners.

America was unafraid, however. His family and friends would be fine. They were safe.

He could sleep.

America closed his eyes, and gratefully returned to the darkness.

XXXXXXX

They were _not_ fine.

They were _not_ safe.

The fighting _did not stop_.

Around Pyrrha, the Atlesian Knights and Paladins fell, but the sounds of battle did not cease. Before her eyes, two Atlas Academy students who had just been fighting Knights turned on each other, meeting in the center of the room with an echoing clash of metal. The nations and survivors of Beacon could only watch in stunned silence as the possible teammates fought, their shouts barely audible over the roars of distant conflicts.

"What Atlas did is wrong!" one shouted.

"What Atlas did is _necessary_." The other denied.

"Jaune, focus on helping Qrow." Ozpin ordered abruptly, diverting Pyrrha's attention from the clash.

Jaune nodded and the white light that once surrounded Alfred went to Qrow, who was being carried by Flynt. The Huntsman did not stir and Pyrrha saw Ruby turn away, rubbing at her eye.

Jaune's expression pinched. "I can't rouse him."

"Just keep him stable." Ozpin commanded. "We need to leave."

No one protested. They could all hear the chaos outside. Pyrrha went to retrieve Penny from when she had laid her beside Alfred only for Yang to lift her instead. Meanwhile, France helped put America's limp form over England's shoulders. The nation grimaced under his weight but stood firm. Upon seeing the others' eyes on them, he scowled.

"Stop bloody _gawking_ and get a move on!"

No one argued, settling into formation with those not assisting the wounded on the outside. Pyrrha ran at the edge of the group and deployed Milo into its rifle form. As they ran past rubble and shattered windows she avoided looking too closely, deterred by what she might see. The screams and gunfire grew steadily louder the closer they got to the exit. Pyrrha's heartbeat thundered in her ears. She was brutally aware of how vulnerable they were. Ruby and Weiss were back on their feet but too many of their group was injured or unconscious.

Kiku lurched on Feliciano's back, fingers going white-knuckled as he gripped the nation's shoulders.

"Kiku?" Matthew asked.

"I apologize." Kiku said weakly.

His eyes slipped closed and he went limp. Arthur cursed. Italy sniffled and adjusted his hold on Japan, keeping pace with the others as they exited the school.

They emerged into hell.

For it was not a battle they came into.

It was a _riot_.

Almost every building was damaged or burning. Bodies— both human and robotic— lay where they fell in pools of blood or oil. Smoke filled the air, trapped by the ceiling far above and turning the city into a large boiler room. But it was not overheating that was their greatest obstacle. People in civilian clothing marched through the streets, brandishing weapons, torches, and everyday items as they gave rallying cries.

" _Unlock the Institute!_ _We won't be caged! Unlock the Institute!_ _WE WON'T BE CAGED!_ "

Something landed at the feet of the throng and detonated with a bang. Even from a distance Pyrrha's ears rang. The civilians that did not fall scattered, but a couple returned fire, shooting at something above. An armored body fell to Ruby's left and she recoiled, clapping a hand over her mouth to suppress a scream. Russia stared blankly at the carnage, smiling a smile that failed to reach his eyes. Ahead, a woman threw something through a storefront and it exploded, sending shards of glass and concrete outward amidst thick black smoke. Yang froze in place, skin blanching as glittering shards fell to the street.

On the horizon, more smoke floated into the air, signifying countless fires. Even the muffled commands over the loudspeakers telling the people to return to their homes failed to quell the mob. Instead the scattered rioters reformed and their numbers grew. And grew. And _grew_.

 _This isn't a rebellion,_ Pyrrha thought _. This is an apocalypse._

"Ruby, give Weiss your cloak." France said abruptly.

Ruby did what he said without question, flipping the hood up to cover Weiss's white hair.

"Stay together." Was all France said.

They ran down the cracked stairs and immediately got caught in the mob. All Pyrrha did was blink and she was literally in the middle of a firefight. Bullets pinged off her Aura and she acted on instinct, yanking the weapons away from the soldier and civilian she had stepped between. The soldier grabbed a baton and she lifted him into the air, slamming him into a wall and letting him drop. The civilian ignored her, scooping up his gun and rushing into the mass of bloodthirsty bodies in the street.

 _Someone armed them,_ Pyrrha realized.

Again, the ground shuddered. A low, ominous creak reached Pyrrha's ears. She looked up, heart sinking as the retractable ceiling pulled back, leaving only the flickering shield to keep the weather at bay. She spotted Ruby's red cloak among the swarm and raced after it, noticing Jaune at her side.

A building to their left collapsed, sending up a dust cloud. Jaune stumbled as the ground below his feet cracked. Pyrrha's heart leapt into her throat and she pulled him to her just before the ground gave way. She caught him by the shoulders and he instantly stood, pulling her towards the others as another ominous tremor shook the earth.

"Are you alright?" Nora asked frantically.

"Fine." Pyrrha said shortly. She eyed the sinkhole and a pit opened in her stomach. "The mines?"

Matthew bit his lip, expression strained. "I… can't say."

"We need to get the hell out." Yang said tensely.

In the distance, something groaned. The street lights flickered and went out, only leaving the blue shield to provide light. Panicked screams ripped through the air, and Pyrrha realized what was happening just as Matthew did.

His face went blank. "The power is going out."

Winter paled. "The shield—"

"Nora, here." Matthew interrupted, handing her his sweatshirt.

The girl took it, considering the t-shirt-like sleeves of her own jacket with a grimace. "Will you be okay?"

"Semblance." Matthew said shortly.

Pyrrha could already feel the chill. She shivered, rubbing at her bare arms, and a heavy coat fell over her shoulders. She glanced at Russia and nodded in silent thanks, pulling it around her. It was much too big but she could not let frostbite slow her down. Before she could thank him, a snowflake landed on her eyelashes and she blinked.

Matthew saw it too. "Oh no…"

They all looked up, holding their breath as the blue shield flickered, letting small bits of snow through. Then, without warning, it faded away. A dying whine echoed through Atlas and every light went dark. Vengeful shouts became terrified screams as the city was plunged into near-blackness.

Pyrrha grasped Jaune's hand, breathing steadily as she let her eyes adjust. They were not blind. They could mostly see. They would be fine.

The temperature plummeted. A fog formed in front of her lips and she realized it was her breath. The wind ripped at Pyrrha's hair, nearly pulling Ruby's hood from Weiss's head.

"We need help." Ruby called over the wind. She winced, blinking snow out of her eye. "Weiss, try to call Sterlyn."

Weiss pulled out her Scroll and flinched as the icy wind struck her face. "There's no signal."

A low, mechanical roar reached Pyrrha's ears and she looked up, spotting a small military airship descending towards the city. What was it doing? Was it coming to help? Where was it trying to land—?

The airship hit the side of a building. It scraped through the windows, leaving molten glass in its wake, before exploding into a plume of fire and smoke. Pyrrha raised her shield, protecting herself from the splatters of burning remains.

She briefly saw a brown-haired figure on the ground— Romano?— before Australia yelled, blood bursting from his leg. He crumpled, face pained. Despite that, he aimed his pistols, firing at the soldier. One of his shots hit the woman in her exposed jaw and she fell from her perch, hitting the ground. The pink-tailed Faunus man ripped a battered pant leg off and wrapped it around Australia's wound.

The nation grimaced but managed a smile. "Thanks, mate."

The Faunus helped him up, supporting him as they tried to reach cover. Pyrrha dove in front of them, blocking more bullets. She glowered at the soldiers and shoved them off the balcony of a building. Two hit the ground with sickening crunches while the other two rolled, rising to their feet. Pyrrha barely had time to realize they had Aura before Russia was upon them, axe swinging. His eyes were wild, his pupils shrunken to furious pinpricks.

" _ **Kolkolkolkolkolkolkol!**_ "

To Pyrrha's shock, the axe bisected the soldiers in a single swing, green and red Auras flaring uselessly as their upper halves fell to the ground. Russia turned away from his fallen foes, covered in their blood with a big smile stretched across his face. Pyrrha stared at him and as he looked back at her with crazed eyes, icy fear trickling down her spine. Russia stepped towards her, and she stepped back. Canada grabbed her arm, shoving her behind him.

"Keep your head, Ivan." he warned.

Russia twitched unnervingly. " _We do not want children who can't play nice_." He said, voice distantly serene.

Canada's lips thinned and he gripped Maple Frost tightly.

"Hey!" Ruby's shout stood out even among the raging battle, and she stalked up to Russia and grabbed his arm. "Ivan, you— you _idiot_! You _dropped Romano_."

Pyrrha distantly noticed that Ren had picked up the fallen nation. But she couldn't move. Russia had obviously snapped but Ruby had fearlessly walked _right up to him_ and Pyrhha wasn't doing anything to save her she wasn't moving she _couldn't move she_ —

Russia blinked, and his pupils returned to their normal size. Pyrrha felt a weight lift from her chest and she wheezed, leaning over as she gasped for air. Russia reached up and rustled Ruby's hair, expression softening.

"Apologies, little Rose. I did not intend to leave him behind. I…" His expression darkened. "…became lost in memories."

"You have to focus." Ruby said firmly. "We—" She twitched, sucking in a sharp breath, and Pyrrha swore she saw _a silver glow deep in her eye_. "We both have to _focus_."

Pyrrha was not one to panic. She was normally level-headed and calm in battle. But she could not deny the way her heart tried to leap out her throat as she realized how much trouble they were in. They needed to get out of the city. ASAP.

She heard the rumble of incoming engines. Her brief moment of foolish hope that Sterlyn had somehow arrived vanished as she realized the vessel was much too loud for their pilot's ship. She reluctantly looked up. Another military airship was above them. It was not a little one this time. It was one of the flagships, even bigger than the ones at Beacon.

And it was falling right towards the city.

When Pyrrha spoke, her voice was surprisingly calm. "Jaune, use your Semblance on me."

Jaune stared at the falling airship, expression slack. The airship continued its descent, tipping slowly down towards the tops of the buildings. Urgency devoured calmness in an instant.

"Jaune, _use it on me!_ "

White light roared around Pyrrha like an inferno and power rushed through her. She focused on the airship, raising her hand as her every cell pulsed with strength, and grabbed it. A black aura surrounded the ship and Pyrrha bit back a scream, feeling her every muscle strain as her body struggled to comprehend the weight she was trying to control.

The airship's descent slowed and it tipped like a capsizing boat. Pyrrha grunted, forcing the front upward. If it hit anything with too much force, the Dust inside would explode, killing everyone on board and many on the ground. Using all the precision she learned from implementing her Semblance in fights, she carefully turned the airship and began to lower it into the streets.

It was a tight fit. The sides of the airship scraped the buildings on its way down, breaking a few windows and leaving a gash in the wall. Slowly, agonizingly, limbs trembling from exertion, she carefully lowered the airship to the ground. It landed with a thud, shaking the earth. Pyrrha collapsed to her knees, heaving.

"Pyrrha!"

Jaune knelt at her side, unable to help as her stomach cramped and she vomited. Pyrrha wiped at her mouth and slumped against him, breathing heavily.

"Are you okay?" Jaune asked, panic tinging his voice.

"We… need to work on that." She panted.

A door on the airship slid open and soldiers and personnel ran out. Some joined the firefight, but one man in a technician's uniform slowed by the teens, spotting Pyrrha.

"You're Pyrrha Nikos. Did… _you_ do that?"

Pyrrha nodded weakly.

An armored soldier halted nearby, raising his gun and pointing it at her. The technician whipped out a weapon and shot the man in the neck before he could shoot. The soldier crumpled, joining the many bodies littered across the street. The technician looked from the soldier to the gun, disgust flashing across his features, and threw it aside. He grabbed the Atlas emblem on his sleeve and tore it off, tossing it into the dirt. Then he crumpled to his knees, holding his head.

"How did this happen…?" he moaned.

Pyrrha had no answers for him.

"What happened up there?" Matthew asked.

"The screens flashed red and we lost power." The man explained. "Before that, someone released footage of the Institute. The _real_ Institute. It showed up on every screen..."

"Do you have a radio?" Jaune interrupted.

The man nodded hesitantly and pulled a radio from his pocket. "It has its own power source."

"Thank you!" Weiss took the radio, adjusting it and clicking the button. "Sterlyn!"

There was a crackle and the pilot's voice came through the speaker. _"Hey, kid. I know you told me to stay away but I decided to disobey orders. Again. I'm on my way in. You can see the fires from miles away. Did you cause a mess?"_

Despite the situation, Weiss smiled. "Not really. We freed the prisoners and retrieved the Relic and everyone but we have injured and there's a riot."

" _I know. Everyone saw the broadcast. I think it might've even gone international. It showed up on all the Scrolls too."_ Sterlyn revealed. _"Some of the prisoners went back. I think they intended to go into the city. Your orange-haired Faunus friend is here though."_

Pyrrha's relief was cut off as someone fired at them. She ducked behind her shield and returned fire, never seeing if her enemy was a soldier or rioter. An explosion to her left made her look to see military headquarters in flames. The windows of the building shattered, sending fire and smoke out into the acrid air, and before their eyes, it crumbled in on itself. Russia's smile was back, but it lacked the crazed edge it had before.

"What a shame." He said insincerely.

" _Are you okay?!"_ Sterlyn shouted through the radio, having heard the blasts.

"Fine." Weiss said briefly.

" _I know this is the opposite of normal advice but stay in the open where I can see you."_ Sterlyn commanded. _"One of my friends is piloting a medical vessel. I'll try to hail them and have them meet us when we get out."_

"Okay." Weiss flinched as a bullet flew by her head. "Shelter isn't really an option at the moment."

Their group gathered together near the fallen military ship, keeping their back to the vessel as they fought back anyone who approached. Soldiers attacked them more often than not, only seeing their lack of uniform and caring little for the people who were not under Atlas's thrall. The technician reluctantly picked up his gun and shot a soldier who tried to stab Blake, silent tears trickling down his cheeks as his world fell apart.

Another roar rose up amidst the howl of the wind and a light appeared from the snowy sky like a beacon. Sterlyn's ship hovered over them and the cargo hold opened. Whitley clung to the side, looking down. He waved to his sister, shouting something, but his words were lost in the wind. The people of Atlas were too busy fighting each other to care about the airship.

Though some grew to care when Winter created a glyph to launch herself up.

"Schnee!" a Faunus with bear ears shouted. "You _killed my family!_ "

He shot at Winter and she stepped in front of Whitley, deflecting the bullets. Others heard the Faunus's cry and joined the assault, screaming insults at the Schnees. England's staff glowed and he struck the ground, blasting the mob back. Sterlyn lowered the ship and the nations and their allies raced onboard. The technician hesitated, standing outside the ship.

Pyrrha paused, reaching out to him. "Come with us. We're rendezvousing with the freed prisoners."

The man glanced back at the burning city and vengeful mob and turned to her, taking her hand and allowing her to pull him inside. The door slammed shut behind him. Seeing that, Weiss faltered, and abruptly hugged her startled siblings and Klein, shoulders quivering. There was little breathing room in the cargo hold, but they made it.

They _made it_.

The airship lifted off and shot into the sky. As they banked to the south, Pyrrha caught a brief glimpse of the burning City of Atlas just as Atlas Academy crumbled like it had swallowed itself whole. The sounds of battle faded into the distance, and a stunned silence fell over the escapees.

Nora was the first to speak. "What's going to happen now?"

They all knew she was not asking about them, but Ozpin answered that anyway. "We shall head to the northernmost town in Sanus with the other airships." His gaze drifted to the Relic of Creation still held by Ren before flicking to Weiss's trembling back. Haunted golden eyes slipped closed. "As for Atlas… I'm afraid its fate is out of our hands."

 **XXXXXXX**

 **A/N: I hope this chapter was chaotic to you. It's meant to be. Atlas is in literal chaos.**

 **Thanks to everyone who read, reviewed, followed, favorited, etc! Gosh, you guys are amazing. Your reviews and feedback bring the biggest smiles to my face.**


	27. Safe In Their Arms

**Chapter Twenty-Seven: Safe in Their Arms**

The beeps of multiple heart monitors drilled a crescendo of madness into Blake's skull. If their clash of noises did not signify that Sun, Qrow, Lovino, and Alfred continued to breathe, she'd wish she still had her bow so she could stuff it into her ears.

She should be grateful they were so lucky. One of the airships involved in the rescue was a medical vessel. The pilot and his crew had disobeyed orders to retreat into Atlas borders and were trapped outside. Or they dare not return, knowing each and every one of them would be courtmartialed and likely executed for disobeying orders and refusing to leave Vale sooner.

The pilot of said ship happened to be one of Sterlyn's friends— whom Blake suspected their mysterious pilot had met in military training— and he and his crew had rushed to help the escaped prisoners. In return, when the former inmates of the Institute heard that the people who rescued them had injured among them, they begged the ship to turn around and meet them, taking Sterlyn's tiny airship aboard and hurrying the wounded to the hospital.

Indeed, Blake should be grateful.

She was too numb to feel much of anything.

Sun's face was deceptively peaceful and serene. Peace and serenity did not suite him at all. He was smiles, cheer, laughter, and occasionally fiercely protective. Never tranquil. Never silent. Never still.

The scars over his chest and up his neck were mostly hidden by his buttoned shirt, but the edges of them peeked over his collar. Blake could not bear to look at them for long, keeping her eyes on his face. According to Ozpin, he was not as bad as Amber— Emerald only took enough Aura to open the Vault instead of trying to drain him completely like Cinder— but he had still lost a part of his _soul_. That was not something a person— even a nation— could simply wake from.

Blake's shoulders slumped and she struggled not to cry, unwilling to break down where others could hear. They had been given only curtains to separate them from the other wounded, and the barrier failed to muffle the sounds of those around them. Many from the Institute were injured or malnourished, and thus required observation by the staff. So far no one had caused trouble but Pyrrha and Yang's tales of brainwashed prisoners and cruel doctors made things… tense.

Perhaps that was why no one objected when those with weapons carried them everywhere. Or perhaps it was the lingering militaristic mentality of their hosts that made them not object.

Yet the possibility of a sudden breakdown was not the only source of tension. Sun was not the only one harmed in the attack, nor was he the only one who had yet to recover. Lovino, Qrow, and Alfred were all unconscious as well, while the comparatively minor wounds the others had received were treated before they were swiftly shooed from the overcrowded infirmary. Kiku was never admitted. They had considered explaining his regrown limb away as a Semblance but decided there were too many risks.

Somehow, Ren became the guard of the Relic of Creation. He carried it with him at all times, never drawing attention to the large brush-like torch and saying the others had more important things to worry about. Penny— according to Winter, 'Penny _2.0_ '— had yet to reactivate. Pyrrha had not disclosed what happened with the robot but Blake could guess. She had no idea what to expect from this new Penny, but in truth, she had not been that close to Penny Polendina. Unlike Ruby.

The moment they arrived on the airship and were given sleeping quarters, Blake's team leader had locked herself in a room and refused to come out.

Blake carefully glanced at Yang's back and looked away. Qrow was… alive. Like Sun, Lovino, and Alfred, he had not awakened yet but he was stable. After trying and failing to talk to Ruby, Yang stayed at her uncle's side, sitting in a chair and staring at him in miserable silence. Blake did not envy her. The staff could not figure out why Lovino stayed unconscious, but there was something about Qrow and Alfred they were not telling their family and friends. Any attempts to press for answers left the doctor more close-lipped than a clam.

Blake did not care. Was it self-centered misery that caused that apathy, or was her heart too filled with sorrow to accept any more?

She thought of the other most injured person— _nation_ — laying obliviously in the hospital and her hands clenched. Alfred would wake. Sun might not. It made Blake thing bitter things she instantly regretted. She risked a glance at Arthur, but evidently mind reading was not among his list of abilities for his did not look her way. Green eyes focused completely on Alfred's pale form, though his hand remained on Matthew's arm.

The violet-eyed twin sat at Arthur's left, leaning with his elbows on his knees and Cobalt Striker hanging from one hand. Matthew always picked up the weapon when he arrived and refused to part with it ever since. No one dared to ask why, leaving him be.

Overall, no one felt like celebrating their victory.

One of the curtains surrounding Sun, Qrow, Lovino, and Alfred's beds shifted aside and Feliciano poked his head in. He paused indecisively, glancing hopefully at his unconscious older brother and slumping. Before Blake could comment, he straightened his back and walked inside, halting in front of Arthur. The green-eyed man looked up, opening his mouth, but Feliciano spoke first.

"You need a break. You are going to eat, shower, and sleep in a bed." he stated.

Arthur glowered at him. "I'm not lea—"

"You've been in here for _days_." Feliciano interrupted shakily. He opened his eyes and grasped Arthur's hand, tugging his arm gently. "When Alfred wakes up, he'll want to see you're okay." His gaze flicked towards Lovino and his voice cracked. "You don't _look_ okay."

Arthur hesitated. Blake glanced at the bags under his eyes and wondered how bad she looked. Arthur caught her eye and quirked an eyebrow, indicating he was unimpressed with her scrutiny. Matthew put a hand on his arm, looking to Feliciano.

"We'll go. Yang and Blake can watch them." Violet eyes pinned the girls in place. "And when we come back, they can go clean up and eat."

Yang cracked a smile, the first one in days. "As you command, Emperor Curly."

Matthew snorted and shook his head.

Arthur's posture lost some if its stiffness. "Very well. We'll be back."

The three nations departed, leaving Blake and Yang alone. As the heavy silence returned, Blake realized she and Yang were _alone_ in the hospital wing for the first time. She risked a look at Yang's back but could only see her hair. Blake turned back to Sun, watching his breath fog the mask over his face. Her stomach twisted into knots and she forced her gaze away from him. Looking at Alfred, Lovino, or Qrow did not make her feel better so she studied her palms.

"Do you think Weiss's parents are alive?" Yang asked abruptly.

Blake jumped, startled by the question, and shrugged helplessly. Realizing Yang was not facing her, she spoke. "I don't know."

The conversation died before it could live, leaving only the maddening beeps of the heart monitors.

Just as Blake resigned herself to it, Yang's shoulders slumped. "If we got this beaten up from Atlas, how bad is Vale going to be? It's the last Vault that needs to be unlocked."

Blake grimaced. "I'm trying not to think about it, honestly." She hesitated, wringing her hands. "But we'll be together this time."

"Yeah…" Yang's voice lowered.

She reached out, taking Qrow's hand and her shoulders quivered. Blake did not have the courage to comfort her. She was uncertain if her reassurances would be welcomed. The silence returned, broken only by the endless beeping of the monitors.

"…The doctors are hiding something." Yang said eventually. Blake might rejoice if not for the dull monotone she spoke in. "I've seen them whispering to each other. They say Uncle Qrow's stable but…" Her hands trembled and she clenched them into fists.

"At least he'll wake up." Blake blurted and instantly wished to take the words back.

Rather than explode, Yang looked to her with solemn violet eyes. "Ozpin claims Emerald didn't take as much Aura as Cinder did to Vale. If we kill Emerald, Sun's Aura might return to him. We— We also have a Relic. Hell, we have _Jaune_ and his Semblance. Sun… might be okay."

"I hope so." Blake whispered.

The silence came back full force, heavier and more suffocating than ever before.

Something inside Blake cracked, and she could not take it any longer.

"I'm sorry." She and Yang blurted as one.

"I shouldn't have left—"

"I shoved you away when you came back—"

"I knew how you would react—"

"I know why you did it—"

"It was selfish of me to go—"

"It was cruel to not believe you'd changed—"

"But I thought I was doing the right thing—"

"I understand you thought you were doing the right thing—"

They stopped, looking at each other.

Yang laughed weakly. "I guess we've been thinking about the same thing."

"I guess so." Blake murmured.

Yang leaned on her elbows, looking down at her uncle. "Nothing like a bunch of mistakes to sort out your priorities." She whispered.

Blake winced. "I… I really am sorry I left. I knew about your mom and—" She looked at Yang's robotic arm and away. "—and what you sacrificed for me, but I didn't _think_. You were hurt and I was scared, so I did what I do best. I _ran_. I didn't mean to imply I didn't care."

"I know." Yang said softly. "I'm sorry I rejected you when you returned."

"You had every right to." Blake asserted. "You're _right_. If you weren't at Haven, I wouldn't be here."

"I'm _glad_ you're here." Yang admitted.

Blake swallowed the lump in her throat. "Me too." She blinked, and her vision blurred. "I'm sorry I left." She repeated weakly.

Yang got out of her chair and hugged her. "I forgive you."

They held each other for a moment, and despite no one else being there, Blake put her face in Yang's shoulders to hide her tears. Eventually she pulled away, sniffling. Blake looked to Sun with a strained, tremulous smile on her face.

"We made up." she joked weakly. "Want to wake up and say 'About time!'?"

Sun remained silent and still. Blake felt her face crumple, and Yang instantly gathered her into her arms again, holding her securely so she would not fall.

"He's going to be okay." Yang said vehemently. "You have to believe that. He— He's going to be okay."

Was she talking about Sun, or Qrow?

Maybe it was both.

Either way, Blake wiped at her eyes and nodded.

They could not do anything more to help Qrow or Sun.

For now, they could only wait.

XXXXXXX

Nothingness drifted away in stages, and the first thing America felt was rough sheets underneath his fingers. The first thing he heard was the beeping of a heart monitor at his side.

The first thing he smelled was antiseptic.

Its sharp stench struck his nose and although his mind grew crystal clear, his body refused to respond. He could hardly twitch a finger, and as he comprehended what the different pieces of information might mean, the monitor beeped faster, betraying his quickened heartbeat and return to consciousness.

He forced his eyelids apart and squinted at the unfamiliar face leaning over him. There was too much white. The walls, the ceiling, the man's bright lab coat—

Lab coat?

 _Oh_.

America shut his eyes as the monitor tracking his heartbeat screamed frantically. He heard the low murmur of a voice but ignored it until the doctor touched his arm. Panic gripped him by the throat and he frantically pressed his thumb against his forefinger, only to feel nothing there but skin. His chest heaved and he felt his consciousness waver, but his terror was not enough to knock him out again. Nor was it enough to keep him unconscious for long. That would be too merciful. His ring was _gone_. His ring was _gone_ , he had been _captured again_ and he had no way to keep himself unconscious—

America heard a rustle and opened his eyes to see the doctor leaning over him. His breath hitched again and the monitor shrieked. He struggled to raise his arm, feebly trying to fend off the doctor. Where were the man's hands? Was he holding a needle or a scalpel? America could not see glinting metal but that meant nothing. Did he already have a collar?

He reached up, scratching at his neck, and his nails scraped against flesh. There was no collar, no needle filled with drugs.

...They had not put an injecting mechanism _inside him_ , had they?

America looked down at himself, noting the bandages around his chest, and tore at them, desperate to see what they had done to him while he was unconscious. The doctor grabbed his hands, yanking them away, and he was too weak to fight him off. When he tried to scream, only a low moan came out.

" _Stop that!_ Let him _go._ " a familiar— and completely unexpected— voice snarled.

The doctor released America, and he swore the man looked… apologetic. The nation took a risk and forced his gaze away from the doctor and towards the source of the voice. His panic turned into shock. Qrow stared back at him, hair ruffled, skin pale, and with obviously irritated red eyes, but when he saw America's expression, some of the harsh edges of his face softened.

"Hey, kiddo. Long time, no see." The Huntsman greeted.

America stared at him, eyes wide.

Qrow huffed. "You're such a troublemaker. Of _course_ you wake up when no one else is in here." He glanced sharply at the doctor before he could do more than shift away slightly. "I'm not calling them back in. I barely got them to leave."

The doctor frowned at him. "They will need to be told about your…" He glanced at America. "… _condition_ eventu—"

At the sound of his voice, America wheezed. His throat closed up and he struggled to breathe, his heart hammering like an iron hummingbird was bashing against his ribcage and clawing at his lungs. His vision hazed, turning grey, and he might have fallen unconscious, yet when color crept back in, the doctor was still nearby. The man stood back, closer to the white curtains— they were _curtains_ , not walls— with his hands raised peacefully.

America breathed rapidly, feeling lightheaded and exhausted, and looked back to Qrow, reassuring himself the Huntsman was still there. Qrow met the nation's eyes steadily, but his red eyes burned with some underlying emotion America could not identify.

"You're fine, kiddo." Qrow soothed, voice contrasting his hard expression.

He raised his hand and stretched it towards America as if he wanted to comfort him, but immediately lowered it to his side, fist clenched. He made no attempt to get up and approach, but America did not _need_ comfort from him. He just needed confirmation that his worst fear had not come to pass.

America forced his mouth to work, struggling with even the simplest movements. "N't Atlsssss?" he slurred.

Qrow's harsh glare crumbled into a subdued look. "No. We're not in Atlas. You're safe, kid. Go back to sleep."

At his words, exhaustion swept over America. He hummed vaguely and let his eyes drift shut.

He heard the doctor sigh. "That young man has been through too much."

"Ain't that the truth. He's been through more than you know." Qrow grumbled. His voice grew sharp. "I saw those scars. Did you tell his family about them yet?"

America's eyelids twitched but they were too heavy to open. He stubbornly resisted the soothing pull of sleep, because if they were talking about him he wanted to listen.

"No. I will let him make that decision, as I am letting you." Footsteps tapped as the doctor moved to the Huntsman's side, clearing his throat. "Now, as I was saying, the spear went through—"

"You don't have to give me a long-winded speech explaining things, doc." Qrow interrupted flatly. "I _know_ what's wrong. I can feel it."

America's fuzzy thoughts mulled vaguely over his words, as he slowly sank into oblivion

The last thing he heard was Qrow's bitter chuckle. "Actually that's wrong. … I _can't_ feel it."

The doctor's response was muffled, growing steadily softer, and America drifted away.

XXXXXXX

Weiss knocked on the door to Ruby's room, crossing her arms and tapping her foot impatiently. She ignored the crew milling about the hallway, and in turn they ignored her. Weiss Schnee's presence in this hallway had become as expected as the sun rising, so none of them wasted time to question her. Upon receiving no answer from the room's occupant— for the twenty-sixth time that day— her patience wore out and she knocked again, making the thin door rattle.

"Ruby!" she called, letting her irritation slip into her voice. "Open up right now! I _know_ you heard me."

A faint "Don't come in!" came through the door and Weiss rolled her eyes. She opened the door, ignoring her teammate's horrified gasp and the blur of red that fled under the blankets on the bed. Weiss approached the quivering lump and glared at it.

"I thought you were past such childish actions."

"It's not childish." Ruby denied, voice muffled by the blanket. "I can't let me see you."

Weiss sat at the edge of the bed, ignoring the way the lump that was Ruby shuffled away from her. "You're still worried about that?"

" _Yes_." Ruby said tightly. "I'll hurt you again."

"I'm fine." Weiss reminded her. "You won't hurt—"

"I will. I _did_." Ruby stressed. "You don't understand, Weiss. I _liked_ hurting you."

Weiss's protests died in her throat, allowing Ruby to continue. "I remember _all of it_. Attacking Atlas, throwing you through a wall, d-disintegrating Kiku's leg, _torturing_ him… It's all so _clear_ , but it was like watching a movie. No… it was like a video game. I didn't have complete control, but I _did_. I… I _wasn't me_. I _enjoyed_ inflicting pain on you and— and seeing you _scream_. Because it showed I was _stronger than you_. I wanted you to _fall to me_." Weiss heard a muffled sob. "How could I feel like that?"

"It wasn't you, Ruby." Weiss insisted. "It was the Silver Eyes."

"That's even _worse_." Ruby hiccuped. "Because that means _I can't learn to stop it._ And every time I think about what happened to Uncle—" The lump flinched. "— what happened, my eye _burns_. It's always _there_ , waiting for me to slip."

"That doesn't mean you have to lock yourself in your room and hide under a blanket." Weiss said firmly. "If— If you activate Silver Eyes… we can stop you." She cringed at her own words. "Feliciano's intangibility makes him immune to you, so we have an advantage." It was twisted that Weiss comforted Ruby with promises that they could neutralize her, but Ruby needed that reassurance.

Ruby sat up and poked her head out from under the blanket, revealing only her dull silver eye. "What if he isn't there? What if you can't stop me? What if…" Her eye filled with tears. "… what if I torture you, or Yang, or Blake or Jaune? You can't _regrow limbs_."

Weiss bit her lip but swiftly hid her unease behind a stubborn glare. "That _won't_ happen. As your partner, I refuse to let you hide and give up like this. We are going to figure out how to adapt and prepare for this…" _Curse._ "...power. Understand?"

Ruby slowly lowered the blanket from her head and nodded. "Okay."

She agreed, but Weiss could see the look in her eye. Ruby did not believe they could make a difference. As much as Weiss wished to prove her wrong, she'd settle for getting her partner out of this room for now.

"Good. Now go shower. Your hair is a mess."

Ruby nodded, going to the bathroom without a single comment or complaint, and Weiss knew this battle was far from over.

XXXXXXX

The next time America woke, his mind was much clearer. He recalled his last bout of foggy consciousness enough not to panic when he smelled antiseptic and medical alcohol. He peeled his eyes open, struggling more from lingering lethargy than paralysis, and blinked at the wooden ceiling above him. Hadn't the ceiling from before been white? Pushing that thought away to be considered later, America turned his head.

Canada snored in a chair to his right, head slumped in a precarious way he would regret when he woke. Unlike the violet-eyed twin, England was wide awake. Green eyes landed on America and England rose from his chair, sending it crashing to the floor. It struck Canada on the way down, tipping him sideways, and he plunged to the ground, smacking into the floor. He shot awake with a startled squeak and sat up, hair in disarray. The two stared at America, faces blank as if they could not comprehend he was awake.

America smiled weakly. "Hey." He hesitated briefly. "...It's me."

Canada pounced on him, sweeping him into a fierce embrace. America hid a wince by laughing and hugged his twin with equal strength. England stepped into range and gently cupped America's cheek. He did not speak, but his eyes brimmed with emotion— and maybe some unshod tears. America grabbed his older brother's hand and dragged him into the hug.

Hearing England's surprised yelp made it worth it, the way he stiffly returned the hug even more so. England slowly relaxed and gave Canada a run for his money in the rib-crushing department. America wanted to make a joke. He wanted to laugh or make light of the situation. Instead those desires went out the window and his vision blurred.

"You're here." he choked and to his horror, tears fell freely from his eyes.

England brushed one away and pulled him into an even tighter embrace, stroking his hair. Something in America crumpled and he sobbed openly in his brothers' arms. He clung to them as if they were only thing keeping him from drowning, and maybe that was more true than he'd like to admit. Mattie and Arthur let him blubber and his twin's hitched breathing suggested he teared up as well. Silly Mattie. Always so emotional.

By the time America's tears decreased enough for him to see again, his eyes hurt and his throat felt raw and scratchy. He still clung to his brothers, refusing to let them go. England's lack of scoffing and mutters was telling. America did not want to speak and risk breaking the peace. In fact, he could not think of anything to say at all.

He… He wanted to let himself be weak. Just for a little while. He could figure out what had happened and ask the other questions later. For now, he just wanted to reassure himself that his brothers were there and safe. So he shoved everything— Vale, his questions, _everything_ — away, and clung to them, unsure whether he was sobbing from joy or grief. There was some laughter in there too so perhaps it was both.

After a long, silent pause, he finally managed to get a word out.

"Stay?" he pleaded.

He'd like to think England's warm arms grew even tighter around him. "Oh, Alfred. We never intended to leave."

 **XXXXXXX**

 **A/N: Thanks to everyone who read, reviewed, etc!**

 **To Ellas Fairy Tale: Thank you and you're welcome. Wow, that sucks. Yikes. Yeah, there was no way I'd make Atlas sympathetic or "tragic" after everything she did. As you said, she's an irredeemable monster and if I made her more "likable/sympathetic" it would be a spit in the face to everyone she hurt. I'm all for complex villains with different layers and hints of good inside them but some monsters should just be monsters. May I ask what series that was?**

 **See you Monday!**


	28. Questions, Questions

**Chapter Twenty-Eight: Questions, Questions**

When America finally stopped bawling and giggling like a maniac, he leaned against Canada's shoulder and clung to England's arm, utterly exhausted. Neither of his brothers commented on his outburst of emotion, and he could not be more grateful.

Finally, he let himself breathe and think, becoming aware of Vale's presence in his head once more. She did not speak, and he did not acknowledge her. Not yet. There were other things to worry about. The vague memories of the Institute and the burning City of Atlas became clearer and he repressed a shudder.

"Did everyone make it out?" he asked.

"Yes." England said. "No one died."

America's fingers dug into the fabric of their shirts. "That's not comforting."

"Most of the injuries were minor, though there were a few bad cases. Japan lost a leg, but it has regenerated. Australia was shot in the calf, but he healed." Canada gave him the information bluntly, and America was grateful to his twin for his honesty. Violet eyes became glazed. "Sun… Sun is Vacuo. Emerald drained part of his Aura and we think she retrieved the Relic of Destruction for Salem."

A chill went up America's spine but he slammed his horror behind impenetrable walls. He felt a burst of shock and grief from Vale but she remained silent, hiding her emotions from him again. He did not ask the first questions that popped into his mind, letting his twin continue.

"Qrow was injured as well." Canada continued tonelessly. "He shielded Ruby from Atlas's attack. He's... awake."

America barely registered the first and third sentence, his entire focus zeroing in on the second. The memories of his torment at Atlas's hands plagued his mind and his mouth grew dry. He struggled to swallow, planting on a smooth expression. He instantly regretted it when his brothers noticed.

"Oh, _Alfred.._." Canada whispered, voice pained.

"She's dead." England said flatly.

America blinked. "...What?"

England looked him straight in the face, green eyes burning. "Atlas is _dead_ , Alfred. She will never touch you again."

America went over his words a few times. Then a few times more. He still failed to understand, as if his brother was speaking another language.

"Atlas is dead?" He asked, wanting— _needing_ confirmation. At Canada's nod, America ducked his head, sniffling. "I… I'm so _happy_." A startled, watery laugh bubbled out of him and he wiped at his eyes. "When she— When she started using her time-freezing Semblance and got the drop on me, I thought it was over. I tried to use the poison in my ring to kill her but she didn't go down. And then she attacked Ruby..." He shuddered but looked up, face hard. "Tell me what happened."

They did so, giving every detail of how they came to Atlas and the Transformation Institute, the aftermath of Atlas's attack, and the encounter in the Vault. America's stomach shriveled with guilt when he heard about Qrow's injury and Ruby's reaction, and it only grew worse when he was told of Atlas's torment of Canada. Even the accompanying anger was not enough to expel the bitter shame that haunted him.

"...And that's when we woke you up." Canada said, finishing the tale. He paused, eyebrows scrunching together. "Al? What's wrong?"

America could not bear to look at him. Logically, he knew the injuries Canada received were long-healed, but that did not stop him from imagining his brother writhing in pain as Atlas electrocuted him.

"I didn't kill her." America whispered. "I… I didn't beat her, so she was able to hurt people, and hurt _you_ again."

His shoulders slumped, and the bandages around his torso pressed on his back. He bit his tongue to hold back a hiss as his shoulders stung. America shifted self-consciously, belatedly realizing the bandages around his torso and shoulders were for the wounds on his back. The shame rushed back in like a tidal wave. Did his brothers know about the injury? Apparently not, for Canada's eyes did not stray towards the humiliating scars, staying on America's face.

"Al, I _know_ you." his twin said sternly. "I know you did everything you could to fight Atlas—"

"'Everything I could' _wasn't good enough_." America snapped. "She still _beat me_. After everything she did, I _couldn't defeat her!_ " He hit the sheets with closed fists, and it barely made the softest thud. That only made the gaping hole of disappointment grow larger in his heart. The tears that burned his eyes were not just of sadness this time, but pure, bitter self-loathing. He put a hand to his face, covering his eyes so his brothers would not see them. "I lost..."

It hurt to admit it. It hurt so much. And even worse, there was _no_ next chance. There were no do-overs or future fights with the possibility of redemption. Atlas _defeated_ him, had him at her mercy, and tortured him, getting the last laugh in their hate-filled tango. Someone else struck the final blow, not America. What kind of hero could not defeat the villain?

"You're wrong." England said softly. Seeing America's confused look, he tipped his head, considering his brother. "You said something about a poisoned ring?"

America nodded hesitantly. "I had a ring filled with cyanide for—" He realized just how much he did _not_ want to have _that_ conversation right now and changed what he was going to say. "—just in case I needed a trick." He forced a grin. "It's not very heroic, I know, but I got caught off-guard so much I wanted something the enemy would not expect."

England's eyebrows crept upward.

A slow smile crept across Canada's face. "It was you. _You did it_." He laughed, sweeping his bewildered twin into a hug and swinging him back and forth in glee as much as their positions would allow.

America stared at him, befuddled, and glanced helplessly at England. "I don't understand?"

"In the end, Atlas died from poison." England's eyes glittered with triumph and sported a vicious grin America sometimes recalled seeing during his brother's Empire days. "In the end, you struck the final blow, Alfred." Pride crept into his voice and America's cheeks warmed.

It was not enough to snuff out the shame. America leaned his head on Canada's shoulder, facing away from his twin. "But I still didn't—"

"You beat her." Canada said firmly. "She's dead, we're alive. We won."

It was his use of 'we' that finally pulled America out of his indecisive funk and some of his guilt faded. It did not matter how it happened. In the end, the twins that Atlas abducted and tortured were still alive, while she was gone. Gone for good, if what he recalled from the burning city was any indication.

"What happened to Atlas? The city, I mean." he asked.

"Videos and reports of the Institute were leaked." Canada reminded him. "The people turned on each other and split; those against the Institute fighting those that weren't. There was a riot happening as we left."

America vaguely recalled the distorted, low voice calling for a rebellion. With all the oppression, lies, unjust laws, and under-the-table programs, he knew Atlas was a powder keg waiting to explode, and had a feeling the people were just _waiting_ for a call to action. He did not feel bad for it, and not just because a revolution likely meant Atlas would not be reborn. Those people deserved their freedom, and they finally had the chance to fight for it. He wished them luck.

"What do you think is going to happen?" he asked.

Canada shrugged. "I think the rebels will win. They were well-equipped, and their actions were not spur-of-the-moment for the most part. They're organized. According to Qrow, the plans for a revolution were born back in Mantle before it collapsed, but that collapse only fueled the fire. I don't think we'll ever know who armed the rebels and orchestrated everything, or who released the Institute footage."

America nodded thoughtfully, but England scowled. "It may not be an assured victory. Remember that Ironwood is still out there."

America tensed. "He won't be an issue."

He felt England's sharp eyes on him. "Atlas said you were taken to his office. Did you kill him?"

America flinched. "N-No. But we're out of Atlas and he can't chase us. He'll be busy dealing with the rebellion."

His brothers exchanged glances, and America knew he was about to face an interrogation. On cue, violet and green eyes pierced him, with much more smoldering anger than he was prepared for.

"What did he do to you?" England asked levelly.

America twitched and forced a laugh. "He did a lot. Could you be more specif—?"

" _Alfred_." _Canada_ — not England— growled. Uh oh. If Mattie was mad… "What did he _do_?"

America avoided his twin's piercing gaze and prodded at the sheet. "Just beat me up. Nothing special."

"If it was 'nothing special', why are you acting so secretive?" Canada demanded.

"I'm not acting secretive." America lied, like a liar. Who lied. Badly.

Canada's eyes narrowed, then abruptly his expression crumpled. "Al, please just _tell me_. I saw the snippet of the Institute footage and I— I want to know that its not as bad as what I'm imagining." His voice cracked with fear and America did not have the will to deny him.

He glared at the sheets rather than look at them. "Winter and I had a plan to get in, but we ran into Ironwood unexpectedly. He took me to his office and drugged me." America said tonelessly. "He stripped off my clothes to make sure I wasn't hiding any technology I could use and drugged me more. A lot more." He recalled the terrifying numbness and cold of the drugs and a shudder went through him. "I managed to burn it out and tried to fight him off but I… I was too weak. I barely managed to knock him out. Once he was down I got the information I needed from his computer and left."

"You didn't kill him." England stated.

America flinched, clenching his teeth. He did not try to justify his actions and knew he couldn't unless he explained everything. Ironwood's request echoing in his mind and so he held his tongue. If he told them, he knew it would only be a matter of time before others found out Ironwood helped him in the end, and that was against the General's desires. Ironwood did not want redemption. He wanted to save the people he should have been fighting for this entire time.

"...Francis mentioned you were upset when he killed the unconscious guards." Canada mentioned.

America wondered if he could feel any lower. It was a good thing he could not see his brothers' faces.

"I know it was selfish and childish and idiotic." he said in a monotone.

He heard Canada huff. "That's not what I was implying, Alfred. I understand why you don't like to kill those who are helpless, even if they may deserve it."

America hesitantly lifted his eyes, spotting Mattie's soft look. Some of his tension faded away and he managed a real smile. England's scowl— which he tried and failed to hide— killed it.

Canada shot their older brother a look. "It's _not_ selfish, childish, or idiotic." He emphasized. "It's understandable. Just because they hurt us when we were helpless, _doesn't_ mean we have to return the favor."

America shifted uncomfortably as it was put into words, and England's glower lifted, transforming into a pained look. Again, he cupped America's cheek, and gave him a gentle kiss on the forehead, like he used to when America was a small colony.

"You're safe now." he said firmly.

America smiled, even as he gave the reply his brother did not want to hear. "Yes, and no. I'm away from people like Atlas but… I _can't leave_ , England." His brother flinched, unprepared for the topic he had danced around but not yet breached. America held his gaze steadily, and Canada's resigned but understanding nod cemented his resolve. "Atlas is gone, but Salem is still out there. You may have activated the shield that prevents people from Remnant from going to Earth, but she has the Relics of Knowledge and Destruction at her disposal. Even if they do not allow her to break the shield, _she won't stop_." A lance of pain went through his chest and he rubbed it absently. "She will _never_ stop threatening us until I retrieve the Relic of Choice under Beacon or she's defeated. That's why I need to stay here and see this fight through."

England's expression grew pinched. "Alfred, this is not your fight."

"It is." America stated. "I'm not fighting because I'm a part of this conflict no matter what. I'm not fighting because Atlas made me Vale. I'm certainly _not_ fighting so Ozpin can defeat Salem. I'm fighting for Ruby, and my other friends here. I won't leave them out to dry."

"You want to be the hero?" England asked scathingly.

America gritted his teeth but shoved his insecurities away and straightened his spine. "Yes."

The fire left England and his posture slumped. "It still is not your choice." he said quietly.

"If you look into the technicalities, that's true." America acknowledged. "But I'm tired of being told what to do, kidnapped, and dragged around like a trophy to be flaunted. I know I've been drafted as the key to a Relic, but I _accept_ that. I _choose_ to take part in this fight so I can help the people I care about and save this world. Ozpin can spout 'for the greater good' and focus on Salem. _I'm_ going to make sure _my friends_ aren't sacrifices in this war." He grinned, showing all of his teeth. "And if that means getting the Relic of Choice and kicking ass, I'm game."

"I agree." Canada said softly. "After everything that has happened, it would be wrong to leave Remnant now." He reconsidered his words and shook his head. "Well... not Remnant. But Ruby and the others. We can't abandon them."

England's visage was noticeably pained. He gripped the necklace at his throat, and for a moment, America thought he was going to activate the portal and drag the twins through by force. Then he released the stone without breaking it, sighing heavily. "Even after everything that they did to you, you _still_ have to be the idiot that tries to save the world."

America chuckled and purposely puffed out his chest. "You bet! I am the hero, after all."

Canada snickered. England scoffed, looking skyward for patience.

America slouched against his pillows, ignoring how his shoulders stung. "So where are we, any—?" Feelings and memories washed over him and he stopped. "Never mind, I know. We're in Frontier, the northernmost town of Vale."

England's expression soured. America dropped his gaze, rubbing his upper arm uncomfortably. Vale gave a small, infuriated scoff in the back of his mind.

"The locals were kind enough to assist us and the Atlas refugees." Canada explained when England did not speak. "Because they are one of the closest geographically to Solitas and Atlas, they're a refueling point for airships and even have a full hospital—"

"I know all that." America admitted quietly.

" _And your brother hates that. Have you really failed to remember our last interaction with him or are you just in denial?"_ Vale sneered.

America withheld a sigh, even as he recalled the events leading up to his abduction. _About time you had something to say. I missed your scathing remarks. Can we talk later, please?_ He changed the subject. "So what about Romano?"

"We're debating whether we should send him home despite the risk." Canada said heavily.

So they were considering sending the unconscious Romano through a portal despite the horrific, limb-and-organ taking side effects. He was _that_ badly off?

"How is Feliciano holding up?" America asked softly.

"He's hiding how upset he is and acting overly upbeat." England said without ire.

A pit opened in America's stomach. "I'm sure Romano be fine." he forced himself to say. He smiled weakly, struggling to make a joke. "He's… he's always been a heavy sleeper, you know. When he lived at my house he could be worse to try to wake up than Mattie."

Canada frowned. "Al, that's not funny. Romano's in a _coma_."

America recoiled, arm jerking up in preparation to shield his face. "I wasn't—" He stammered. "That's not— I was just trying to lighten the—"

England sat ramrod straight, eyes flipping wide. "France activated Romano's Aura during their captivity." The twins looked at him blankly. He shot them an impatient look, rising from his seat. "Romano has _Aura_." he emphasized.

America put the pieces together first. "Could it be—?"

"His Semblance?" Canada breathed. His eyes went round. "They're based on personality and can be activated during times of duress—"

"And that may be why nothing is wrong with him medically." England said rapidly. "He's not in a coma. He's _asleep_." He hurried towards the door. "I will go tell the others. If it is Romano's Semblance keeping him unconscious, one of them may know what to do."

The door opened before he could reach it. One would think it would take hours for America to gain the strength to get out of the bed, but when an unknown man entered the room, he was up in an instant, yanking the wires from his arm and making the machines shriek.

Before he could attack, America recognized the doctor from before. He quickly touched the heart monitor and turned it off so no one else would come running. America was not sure how many people in lab coats he could handle at once.

The doctor noted his actions, holding his hands up peacefully. He raised an eyebrow at America's wire-free arm. "I see you are awake. Arthur, Matthew, thank you for following instructions and calling me _like I asked_."

Canada smiled sheepishly while England scoffed.

The doctor stepped closer, hands still where America could see them. "Hello, Alfred. Do you remember me?"

"Kinda." America admitted. "Thanks for patching me up, doc."

The man's eyes softened. "You are a very lucky young man. Your friend's Semblance helped you heal a great deal."

America's brow furrowed before he recalled Jaune's Semblance boosted Aura. So that's how they claimed he survived. Nifty. He nodded in apparent agreement and did not elaborate.

The doctor ran his hand through his hair. "If you do not mind, I need to check your wounds and change your bandages." He glanced at the two other nations. "Would you mind stepping outside for a moment?"

England and Canada frowned uncertainly.

"It's okay." America assured them. He stared at them pointedly and ignored his sweaty palms.

Canada caved first. "Okay. We'll go tell the others about Romano."

He gave America a swift hug before dragging a grimacing England out by his sleeve. The door slipped shut, leaving America alone with the doctor, and his grin faltered.

The doctor noticed his expression but did not comment on it. "My name is Doctor Charon. I've been overseeing your care for the past few weeks."

America hesitantly shook his offered hand, and the man's expression softened. The steely firmness under that look made America realize it was not pity in the doctor's gaze, but a deep compassion that left him flabbergasted.

"I know your friends have left portions of the story out, but I can infer what Atlas did to you in the Institute." Doctor Charon said, and it took America a moment to understand he was talking about the Kingdom, not the personification. "I give my word that I will not harm you like those in the Institute have. If you are ever uncomfortable, we can stop the examination. You do not need to suffer through it in silence."

He gestured to the bed and America slowly sat down, wiggling his foot as he glanced around awkwardly. "That's quite a speech." he said, feeling like he needed to say _something_. "Did you practice it in the mirror?"

"I'm afraid not." Doctor Charon sighed. "You are not my only patient from the Institute. Now, may I check your wounds?" His gaze never strayed from America's face, not even to glance down at the bandages around his torso.

America nodded and allowed him to remove the bandages, tensing whenever the doctor's hands brushed his skin. Charon did not comment on his patient's uneasiness, scrutinizing his back and applying a new dressing with practiced ease. It was not nearly as uncomfortable as America feared, though he supposed he had gotten used to it from when Winter cleaned the scars.

"The wounds in your abdomen have healed completely." the doctor informed him as he finished up. "But the wounds on your back have not faded at all. They are not infected, but I'm afraid they may scar."

"Typical." America mumbled.

Charon inclined his head. "Your brothers are unaware of the… _nature_ of these injuries. I know some do not wish to show their family they are hurt."

" _More like he knows how ashamed you are and that you want to hide what it says."_ Vale muttered.

"Thank you." America said, ignoring her.

Charon smiled before he pulled up a chair and sat in it, taking out a pen. "Since you are finally awake I have some questions for you, if you do not mind answering them." He met America's gaze, holding it. "To be blunt, it is both for medical purposes, and to compile witness accounts and evidence of the Institute's actions."

America's skin crawled and he said nothing.

Charon waited patiently for a moment before speaking again. "Do you wish to answer these questions?"

"Will my name be attached to any of it?" America asked. He did not want any more attention on him— particularly someone like Salem's. The last thing he needed was to give her more psychological ammunition and ways to track him.

"The evidence reports will remain anonymous." Charon assured him.

"Then sure." America said reluctantly. He took a breath. "Just… ask what you need to. Don't dance around the subject. I'm not delicate."

"I never said you were." Charon said firmly. He looked at his notes. "How long were you in the Institute?"

"Just a few hours." America said, not giving any more information.

Charon did not confront him about it. "Because of your friend's Semblance, some wounds may have healed before they could be recorded. Other than the stab wounds and the wounds on your upper back, do you recall having any other injuries?"

America fought the instinct to lie and grimaced. "Bruises and some cuts. And… I was injected with a lot of paralyzing drugs by Ir— by a soldier. I burned it out with my Semblance."

Charon nodded absently, writing that down. "Was that all that particular soldier did to you?"

"Yes." America said testily. "A different soldier tortured and stabbed me. And..." He cupped a hand over his shoulder, fingers brushing his back. "Another one did this to me _before_ the Institute."

"I see." Charon said. He lowered the page, studying America. "Alfred, I know I am a stranger. I know I am from Atlas, and thus can be associated with the monsters that hurt you. But I am also a doctor, and you are my patient. I _need_ you to be honest with me and tell me what happened with that first soldier in the Institute."

America's stomach twisted uncomfortably. "It's none of your business." he snapped. "And why are you bothering to ask me about what happened? I was only there a few hours. It wasn't that bad. There's people who suffered more than me. Go help _them_."

Charon was unmoved. "Alfred, you were imprisoned, drugged, tortured, and impaled, at the least. Do not underplay your injuries or your suffering. You may have healed physically, but you cannot simply walk off what you experienced, nor can you forget it."

" _Watch_ me." America growled, glowering at the man.

Charon looked away first. "I apologize that I upset you." he said quietly.

The doctor's shoulders slumped slightly, and America noticed how tired he looked. Guilt clawed at him.

"I'm sorry I snapped." he said. He looked past the doctor, at the wall. "The first soldier that drugged me stripped me to make sure I wasn't hiding anything in my clothes. He put his gun to my head and threatened to shoot me, then kept— kept drugging me when he realized it scared me more. I used my Semblance to burn the drugs out of my system but I could barely stand. He hit me and grabbed my throat and pinned me down but I managed to knock him out eventually."

" _After fighting pathetically."_ Vale reminded him and he winced.

"So yeah," America finished lamely. "Bruises."

Charon stayed quiet and only the scratching of his pen on the paper broke the silence. After a pause, he looked up. "Thank you. I promise this will remain anonymous."

The reassurance did the exact opposite of what he intended and America eyed him warily. Why hadn't he inquired about the "soldier" that impaled him, or the one that gave him the scars on his back?

"What aren't you saying?" he asked, harsher than he meant to.

The doctor hesitated briefly, then sighed. "You may not know this, but I am part of an Atlesian relief unit." Charon revealed. "We were providing aid to Vale when we were ordered to return, and refused to listen. We were locked out, until an old comrade asked for aid in assisting freed captives from the so-called Transformation Institute. In other words, we are a civilian-focused military unit. We have taken upon the task of helping those hurt and figuring out what happened." His back straightened, spine growing stiff in a militaristic fashion. "That being said, I have seen the footage released to the public and know Ironwood was the first soldier you speak of."

America felt his face drain of color. "Has he been captured?" he breathed. "Is _that_ why you want evidence?"

"In the event of James Ironwood's trial, this information may be used in the prosecution." Charon said vaguely.

America could not repress a shudder. Yes, Ironwood did many terrible things— including what America had told the doctor— but putting him on trial seemed _wrong_ , somehow. He should be relieved these people were considering the possibility of a trial in the first place rather than an impromptu execution in a dark alleyway, but instead America felt _dirty_. He could not be part of the prosecution— or possible witch hunt— against Ironwood. Not when the General had helped him in the end. Except… Ironwood had not just helped him. He had hurt America a lot too.

He did not know what to feel.

"He stopped." America blurted. "He… he realized what he was doing was wrong and he stopped."

Charon shook his head. "That does not undo what he did to you, Alfred." he said gently. "Or what he did to everyone in the Institute."

America lowered his head, struggling to keep his turmoil off his face. "I'm sorry." he said, unable to think of any other response.

"It's alright." Charon promised him. "It's understandable to feel conflicted and wish to humanize the one who hurt you."

America wanted to protest that was not what he was doing, but it _was_. Ironwood helped him. But he hurt him. Ironwood sought to save Remnant. But in his attempts, he did unforgivable things. Even _Ironwood_ understood that. Unless America shared the _entire_ tale and revealed he was kind of important in the grand scheme of things, one act of mercy would never counter hundreds of villainous actions. In fact, it might just make Ironwood seem worse. So he kept Ironwood's final decision to himself. A part of him still wished he could do more for the General, and that thought disgusted him as much as it pained him.

"Are you some sort of therapist?" he asked, unwilling to follow up on the previous topic of conversation.

"I have some experience, yes." Charon said.

America opened his mouth and shut it again, shaking his head. "Do you have any more questions?" he asked tiredly, just wanting the interview to be over.

The doctor smiled thinly. "Not for today."

Charon rose from his seat, and America's attention was caught by the way he stood. He stood like a soldier, for that was what he was trained to be, in the end. He may be a doctor, but he was one meant to go into places torn apart by tragedy and help the survivors. The thought made America extremely uncomfortable all of a sudden, and although he knew it was untrue, he could not help but feel _used_. Did the doctor genuinely care, or was he just following orders and trying to get evidence for the investigation?

Either way, America hoped they would leave this place as soon as possible. A thought struck him and his stomach twisted into knots. "You aren't going to make me testify if he's taken into custody, are you?"

Charon eyed him with a carefully crafted neutral expression. "We will not force you to do anything, but you are one of the few Ironwood harmed directly."

 _Crap._ America tensed, silently shaking his head in denial. He had enough on his plate to worry about without having to include standing as a witness in a huge trial as well.

Some of the sympathetic warmth returned to Charon's face. "But you need not worry about any of that now. Do you want me to call your brothers back in?"

"Not yet." America said, still ill at ease as he planned how to escape the town if the need arose. He had better, more important things to do than be stuck here. "I'd like to sleep, if you do not mind."

"Not at all. Rest well." Charon said, and left, closing the door behind him.

America stared at the wood, still shaking his head. _'Rest well'._ _ **Sure**_ _. Like I can rest after_ _ **that**_ _conversation._

" _I wonder if they're going to force you to stay here."_ Vale said. She gave a low, mirthless laugh. _"You just have to be under lock and key no matter what, don't you?"_

America sighed and laid down, already feeling a headache coming on. _Hey, Vale. Still being your new and improved snippy self, I see. Do you want to tell me why you threw a hissy fit now?_

Vale ignored his question as if he had never asked it. _"You're too forgiving. I can't believe you feel guilty because Ironwood might get what he deserves."_

 _He let me go._ America reminded her stiffly.

Vale snorted. _"After he kidnapped you, tortured you, threatened you, drugged you, shot you—"_

 _Enough of that,_ America interrupted her tersely. _I'm_ _ **sick**_ _of this! Why are you being such a pessimistic_ _ **bitch**_ _?_

Vale said nothing.

Anger rushed through America's veins and he was surprised the bed did not burst into flames. _Fine._ _ **Fine!**_ _Keep being unhelpful. Keep insulting me like I'm worse than the scum on your shoe. You want to be cruel? You want to lash out at me because that's all you can do? Go ahead! I_ _ **don't care**_ _._

He felt warmth on his upper lip and growled in frustration, wiping at his bleeding nose. Really? He got another nosebleed now? This was becoming ridiculous.

 _I'm not even using my Sembl—_

Realization struck like ice-water over his head. He… wasn't using his Semblance. Not even a little. When he thought back on it, the facts did not line up. He had gotten nosebleeds multiple times when he barely used his Semblance for little tasks. Actually, he got them when he did not use his tech Semblance at all. Which meant...

 _It's not my Semblance. It's— I-It's..._

— _Animalistic figures prowled through burning streets._

 _He barely cringed when the Dragon's claws tore through his heart. It was only because he was braced against pain that the sudden flare in his ankle did not send him crashing to the ground. A smaller town had just been overrun by Grimm._

 _Pain lanced through America's chest, taking his breath away. It was followed by an agonizing tearing feeling in his left wrist. His legs buckled and he saw Grimm swarming over cobblestone streets. Another one of Vale's towns had fallen._

 _The Dragon roared behind his eyelids._

 _The flare of pain from the Dragon's claws was to be expected but his vision still went white._

 _The Grimm were everywhere, circling the destroyed tower and prowling through the abandoned school grounds. Their presence sank into his skin, filling his blood with their vile sludge as his soul screamed get them out get them out_ _ **get them OUT—**_

Comprehension dawned, as cold and unforgiving as an arctic wind, and America felt numb.

Vale chuckled, low and strangled. _"You_ _ **finally**_ _figured it out. Your technology Semblance isn't what's hurting you. It's_ _ **me**_ _. Vale— my Kingdom— is dying. And you're dying with it_ _."_

XXXXXXX

Lithuania did not want to do this. He did not want to take the final steps into the room where Germany was speaking to Prussia and Hungary. Doing so would make the blond-haired nation notice him, and set in motion a series of questions Lithuania was not sure he was ready to face.

He gripped the tablet with both hands and watched them quiver, his nausea rising with every passing second. He took a few gulping breaths and steadied himself before walking through the door. The three nations noticed him immediately, and Hungary waved.

"Hello, Lithuania." she greeted him cheerfully. "How are you today?"

"I'm well." Lithuania lied. "Germany, may I speak with you for a moment?"

Germany immediately caught on to his tone of voice and nodded, excusing himself from his conversation with Prussia and Hungary. He followed Lithuania out of the room and down the hall. Lithuania gripped the tablet to his chest, hiding its contents despite the screen's current black state. He and Germany stopped in an empty study and the blond-haired nation closed the door behind him.

"What is it?" Germany asked. His eyes landed on the tablet Lithuania held and sharpened. "Did something happen on our last mission?"

"No." Lithuania said hurriedly. "Well, not the _last_ mission." Germany tipped his head, silently urging him to continue and Lithuania reluctantly did so. "After we found out about the attacks on isolated settlements, something was _bothering_ me about the Grimm situation. S-So I took it upon myself to investigate the list of casualties." He shifted his weight and cleared his throat. "I called Estonia and he pulled up the records we had… and… some of them are not our people."

Germany's face went blank. Lithuania clicked the tablet on and handed it to him, wringing his hands. Germany slowly read the list of names and Lithuania saw the moment of clarity dawn on him. He lowered the tablet and pinned Lithuania with a piercing gaze.

"These names… They are all based around colors like _Remnant's_." At Lithuania's mute nod, Germany's eyes narrowed. "Are you saying we have an unknown number of _Atlas soldiers_ in our countries?"

Lithuania forced himself to meet burning blue eyes. "Yes."

XXXXXXX

"You continue to impress me, Emerald." Salem said.

The Relic of Destruction lay before her, shimmering against the darkness of the table. Against the blackness, it appeared to flicker like a flame, burning with a hellish power just waiting to be unleashed. Emerald should be proud of her accomplishment, but she was anything but. She glowered at the Relic of Destruction, fists clenched at her sides.

"Matthew Williams is _alive_." she snarled. "Cinder's _murderer_ still lives."

"Yes. He is alive." Salem said gently. "And despite that, you chose to fulfill Cinder's wishes rather than foolishly seek vengeance. You put Cinder's mission over your own desires. She would be so proud of you, Emerald."

Emerald gritted her teeth, eyes squeezed shut. "I… I _hate_ him. I want him _dead_. But this is what Cinder would do. This is what she would want." Her teeth bared. "Why didn't you tell me he was one of those _Earth_ nations?" She spat the name of the planet like it was a level of hell.

"I only found out recently, thanks to a friend." Salem glanced suggestively at the Relic of Knowledge, which glowed serenely next to Destruction. In truth, she found out about Earth long ago from Polendina, but Emerald did not need to know that.

Emerald did not ask for details. Her red eyes flashed. "I _can't kill him!_ " she howled. "He's _immortal_." Her rage dwindled and her face crumpled, tears building in her eyes. "I can't avenge Cinder."

Salem noticed a Beowolf approaching the girl from behind and silently ordered it to leave. It reluctantly did so, tail twitching in annoyance.

"You can avenge Cinder. You _will_." Salem swore. "We have Knowledge and Destruction. With them, it may be possible to kill what is thought to be unkillable." She reached out and gently squeezed Emerald's hand. "Do not give up hope, child. You carry Cinder's will. I know the temptation of using all your energy to slay your enemy, but I have learned such tactics tend to end in failure. If your enemy's life cannot be taken..." she smiled. "...then you must take _everything else_ from them instead."

Emerald looked up at her, red eyes peeking out from under her bangs. Along with the black vein-like marks creeping up her arms, she more Grimm than human. The way her crimson eyes hardened with fury and resolve only solidified that comparison.

"What's next?" she demanded.

Salem let her smile slip away. She looked to the door. "Tyrian, Watts, Hazel. Come here."

The three entered upon her bidding, bowing low before sitting.

Salem did not waste time with pleasantries. "We are close to victory. We must only retrieve Creation and Choice. Luckily for us, our targets are in the same place at the moment."

"Surely they won't be foolish enough to keep Vale and the Relic of Creation in the same place?" Watts scoffed.

"I'm afraid you overestimate Ozpin, Watts." Salem chided.

Tyrian perked up, head tipped questioningly. "Ozpin, my Lady?"

Salem almost smiled. "The Relic of Knowledge is quite useful. It has told me that Ozpin is in the body of a young boy named Oscar Pine."

"Let me kill him, my Queen!" Tyrian begged. "Let me ensure he will never touch you again."

"Thank you for your enthusiasm, Tyrian." Salem intoned. "But you need not fear for my safety." She placed a snow white, black-veined hand on the Relics of Destruction and Knowledge. "With these two Relics, Ozpin is a nonissue. He only has Creation, which is useless without the Knowledge required to utilize it. We hold the advantage. Which is why..." Red eyes gleamed. "It is time I fight beside you."

 **XXXXXXX**

 **A/N: I know, I know. Cliffhanger endings. Oh noes! It was kind of unavoidable. When I tried to go past this point, the ending just went on and on and** _ **on**_ **and I couldn't find a better place to end this book. The "ending" I previously headed towards felt more like a beginning and there were too many loose ends to wrap up so I'm putting that stuff in the next one.**

 **Thanks to everyone who read, reviewed, followed, favorited, and supported this story! You are the best. :D**

 **FAQ: (Please skim through them.)**

 **Did Prussia name his weapon Rapunzel because of Holy Rome?**

Yes.

 **Why didn't America break the chains in his cell?**

Just like Atlas and her forces from the lab, Polendina _knows_ how strong America is. He got materials America could not break, and used them to make everything from the chains to the bolts to the table and ensure America could not snap them. America could not break the chains holding Romano and Australia for the same reason (which is why he had to melt them). Their captors weren't taking any chances.

 **Who was Polendina working for?**

He was working for both Salem and Atlas without the other knowing. Both approached him and promised him they would let him use the Relic of Creation to resurrect Penny if he gave them America/Vale. Even though Polendina was not convinced of the existence of "Relics created by the Gods", he agreed because he was desperate for any way to bring Penny back. When he recalled what America's Semblance was, he disobeyed both of his "associates" and kept America to try to resurrect Penny. He gave France, Romano, and Australia to Atlas (the closest and most prominent threat) to distract her and buy himself time.

 **Where did Polendina get the Aura-draining gauntlet?**

He built it himself after basing it off of the machine he helped build to keep Vale alive and transfer her Aura to America.

 **How did you come up with the Silver Eyes' cost?**

Although canon hints that Silver Eyes might only work against Grimm, I knew I wanted them to be useful against any enemy because most of Ruby's opponents would be human. I also knew there needed to be a reason why Ruby could not whip them out whenever and disintegrate every enemy she came across. There had to be a limit.

So I got to thinking about the theory on how Silver Eyes are connected to the moon. The moon is broken, and if Silver Eyes are connected to them… what if using them now has a negative impact on the Silver Eyed Warrior? Add in the fact that Ruby freaking mauled Cinder in canon with Silver Eyes and I came up with the "loss of control" cost.

First, the Silver Eyed Warrior targets the Grimm and the enemy. After that, they turn on their friends, because while using Silver Eyes, all they want is to destroy _everything_ , almost like the Grimm they were meant to fight. There is no "I'm your loved one, you're stronger than this, Power of Love and Friendship" to stop the rage. There is no way to gain control or have the Silver Eyed Warrior randomly snap out of it. They use that power and they go berserk, attacking everyone they come across until they're knocked out or collapse. The moon is broken, and the Silver Eyed Warriors shattered with it. Because of that, Silver Eyes is too dangerous to use recklessly.

 **What was Ironwood's deal in the mines (chapter 13)?**

He was feeling conflicted. As stated later, he intended to capture America and bring him to Atlas. However, upon seeing him, Ironwood could not shoot America like he was ordered to. Instead he tried to manipulate America into coming with him willingly and thus unharmed (and he was acutely aware of the hypocrisy and myopia in such an attempt). When that did not work, Ironwood reluctantly changed tactics to violence. After Ironwood saw America's scars, he almost told Penny to let America go, but forced himself to follow Atlas's orders. When he was pacing, he was essentially trying to harden his heart and force himself to shoot America. Penny rescued America before he could follow through.

Long story short, Ironwood's loyalty to Atlas was in conflict with his morals. Atlas said "Shoot him." while his morals whispered "This is wrong."

POVs are fun. :)

 **Sun is Vacuo?!**

Yep. That was planned from the beginning. Sun remembered he was Vacuo before he ever came to Vale and met Blake. He and Vacuo happened to be similar enough in temperament and personality (and Vacuo is the most lax Kingdom) so Sun pretty much only got new memories when he remembered who he was. He didn't become a new person, unlike other Remnant nations who tend to erase the human personality they had before. And since he is such a freedom-loving person, Sun did not want to go to Shade and reveal himself. So instead he went to Haven to become a Huntsman, and Vale for the Vytal Festival. He wanted to be _Sun_ before he had to be the representative of Vacuo. If he had revealed himself, he would have been hidden away by Ozpinati because of what happened to Vale (not that he knew that. He suspected Ozpin might do that, but he didn't _know_.)

But I'm rambling. Oops.

 **What is Germany's Semblance? Why did you give him that?**

Germany's Semblance is a type of danger-sensing thing. Germany grew up in war, and has such he has/had trouble trusting others (just look at his first meeting with Italy). He also deeply cares for his loved ones and wishes to protect them from harm. Thus, his Semblance is 'Danger Intuition'. Think of it as a sixth sense/Spidey-Sense. It allows him to sense danger and incoming attacks, not only to himself but to those around him, and to take steps to avoid that danger. It's pretty much a sixth sense that screams "Go left!" "Incoming attack!" "Friend in danger!" or "Stop here!" with the bonus of granting him enhanced reflexes to follow through with that danger-evasion.

 **What is Italy's Semblance? Why that power?**

Italy's Semblance is intangibility. I gave him that power because he does not see himself as useful, important, or strong. On Remnant (both times) he felt as if he might as well be a ghost when accompanying the others. He does not see the ways he assisted his friends, and that feeling of uselessness made him feel like he might as well not be there at all. I know some people don't realize this, but Italy has a _lot_ of insecurities here and in canon. He spent an entire strip or two trying to make sure Germany saw him as a friend, and had nightmares about being left behind because he was "useless". So a Semblance that makes him a ghost that cannot touch (or influence) things around him was perfect.

 **What is England's Semblance? Why that?**

England's Semblance is pretty much empathy in reverse. Instead of him feeling what others are, _they_ feel what _he_ is. His emotions are released in a blast that forces those around him to feel what he is feeling, and what he is feeling is often strong enough to incapacitate, especially for cruel/sociopathic/evil types who usually do not feel the emotions he does (like grief, sorrow, regret, or remorse). England always has trouble sharing what he is feeling, and hides his real emotions behind anger or a stiff upper lip, so I decided to give him a Semblance that made his emotions perfectly clear.

 **How old is Ozpin?**

Older than China. So Ozpin is more than 4,000 years old. I can't be more specific than that… yet.

 **Why did the villains get Destruction so easily?**

Again, this was planned from the start. I never intended to do a Vacuo arc. I felt it would be too repetitive and I had no interest in exploring that Kingdom in this series. I always knew Emerald was going to take a part of Vacuo's Aura and use it to retrieve the Relic of Destruction with no problem. (Sorry, Sun.) Vacuo is known for its lax approach to things, (they barely have a government) and that lax approach came to bite them in the blubber. As the narrative said, no one in Shade (other than the Headmaster/Headmistress) knew about Salem or that they were meant to protect something so they just let Emerald and Watts (two "random" people) walk out with a "random" sword.

 **Is Atlas dead-dead?/Why you no nuke Atlas?**

Yes, Atlas is dead. **She is** _ **not**_ **reincarnating.** I know that might be considered a spoiler but I want to assure you that she is gone. Another thing I planned from the start was Atlas's death through poison. I felt a combat-based death (or a nuke) was too expected, so instead a little needle killed the great and mighty personification of Atlas. Again, _she is not reincarnating_. She is dead and gone. Remnant personifications' existences are a lot more fragile than those from Earth so the war-sparking split in her people killed Atlas for good. I know I'm repeating myself but I want there to be no question about this.

As for a nuke, I seriously considered it. But then I realized that a) I would have to give Earth another path to Remnant (other than England's ritual) which I didn't want to do and b) I wanted Atlas to destroy herself. And she did. Her shady and reprehensible actions were revealed to the public, so her own people turned against her (and each other). This might be considered a spoiler but Atlas isn't a Kingdom anymore: it's an apocalyptic warzone. The mighty Kingdom of Atlas was destroyed not by an outside force, a nuke, or the Grimm, but by its own arrogance, actions, and lies. To me, that's much more fitting end than simply blowing it up. (Though there were a lot of smaller explosions happening so plenty of it was still explodified…)

In case you can't tell, I loathed Atlas as much as you do, and killing her off was freaking cathartic to me.

 **Were the people of Atlas planning a rebellion before the riots?**

Yes. The spark of rebellion originated in Mantle— where the people there were getting real sick of being left behind and forgotten— but when the city fell, not all the rebels fell with it. The oppressed of Atlas/Mantle only grew more discontented as Atlas's rules grew more strict, and the reveal of what the Institute did was the straw that broke the camel's back.

As for why the heroes did not know about it… why _would_ they? They were outsiders, Huntsmen and Huntresses, and were housed in the military barracks. In other words, they could be considered as part of the "elite" of Remnant. The rebels had no reason to trust, approach, or seek them out. In fact, the rebels had no reason to know they existed. I purposely did things that way to show the world doesn't just revolve around the characters we see, and that things can happen without the characters knowing. The world is bigger than their group, and so the rebellion happened _completely_ without their influence. That being said, I did leave a few hints about a budding rebellion throughout the fic. It just isn't the focus, nor did I feel like I had to write it.

 **Why did Vale become so mean?**

She figured out Vale was crumbling and taking America (and her) with it.

She did _not_ react well.

 **Why did America keep getting nosebleeds and other injuries?/Why is he weakening?**

Vale is dying and he's going with it.

 **Who released footage of the Institute? Who armed the rebels? Are Weiss's parents alive? What is going to happen to Ironwood?**

Those are nice questions. ;)

 **The next and final book will be called "The Charlatan of Choice". The first chapter will be released next Friday (October 12** **th** **).**


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